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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended March 31, 2025

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission File Number: 1-14106

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DAVITA INC.

Delaware51-0354549
(State of incorporation)(I.R.S. Employer Identification No.)
2000 16th Street
Denver,CO80202

Telephone number (720) 631-2100

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, $0.001 par valueDVANYSE

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer", "accelerated filer", "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes ☐ No ☒

As of May 9, 2025, the number of shares of the registrant’s common stock outstanding was approximately 75.5 million shares.

DAVITA INC.

INDEX

Page No.
PART I. FINANCIAL INFORMATION
Item 1.Condensed Consolidated Financial Statements:
Consolidated Statements of Income for the three months ended March 31, 2025 and March 31, 20241
Consolidated Statements of Comprehensive Income for the three months ended March 31, 2025 and March 31, 20242
Consolidated Balance Sheets as of March 31, 2025 and December 31, 20243
Consolidated Statements of Cash Flow for the three months ended March 31, 2025 and March 31, 20244
Consolidated Statements of Equity for the three months ended March 31, 2025 and March 31, 20245
Notes to Condensed Consolidated Financial Statements6
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations18
Item 3.Quantitative and Qualitative Disclosures about Market Risk34
Item 4.Controls and Procedures35
PART II. OTHER INFORMATION
Item 1.Legal Proceedings35
Item 1A.Risk Factors35
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds35
Item 3.Defaults Upon Senior Securities36
Item 4.Mine Safety Disclosures36
Item 5.Other Information36
Item 6.Exhibits37
Signature38

i

DAVITA INC.

CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

(dollars and shares in thousands, except per share data)

Three months ended March 31,
20252024
Dialysis patient service revenues$3,102,993$2,941,532
Other revenues120,536129,023
Total revenues3,223,5293,070,555
Operating expenses:
Patient care costs2,239,6602,078,976
General and administrative374,090362,480
Depreciation and amortization176,451187,083
Equity investment income, net(5,609)(6,682)
Gain on changes in ownership interests—(35,147)
Total operating expenses2,784,5922,586,710
Operating income438,937483,845
Debt expense(135,055)(99,418)
Other loss, net(17,549)(12,641)
Income before income taxes286,333371,786
Income tax expense54,11765,806
Net income232,216305,980
Less: Net income attributable to noncontrolling interests(69,299)(66,331)
Net income attributable to DaVita Inc.$162,917$239,649
Earnings per share attributable to DaVita Inc.:
Basic net income$2.05$2.73
Diluted net income$2.00$2.65
Weighted average shares for earnings per share:
Basic shares79,36887,775
Diluted shares81,27590,547

See notes to condensed consolidated financial statements.

DAVITA INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

(dollars in thousands)

Three months ended March 31,
20252024
Net income$232,216$305,980
Other comprehensive income (loss), net of tax:
Unrealized (losses) gains on interest rate cap agreements:
Unrealized (losses) gains(8,535)13,317
Reclassifications of net realized losses (gains) into net income1,507(21,628)
Unrealized gains (losses) on foreign currency translation90,856(39,720)
Other comprehensive income (loss)83,828(48,031)
Total comprehensive income316,044257,949
Less: Comprehensive income attributable to noncontrolling interests(69,299)(66,331)
Comprehensive income attributable to DaVita Inc.$246,745$191,618

See notes to condensed consolidated financial statements.

DAVITA INC.

CONSOLIDATED BALANCE SHEETS

(unaudited)

(dollars and shares in thousands, except per share data)

March 31, 2025December 31, 2024
ASSETS
Cash and cash equivalents$438,780$794,933
Restricted cash and equivalents85,79384,892
Short-term investments73,16351,064
Accounts receivable2,321,8182,146,975
Inventories150,522134,559
Other receivables422,264383,166
Prepaid and other current assets129,967122,948
Income tax receivable13,88127,535
Total current assets3,636,1883,746,072
Property and equipment, net of accumulated depreciation of $6,383,563 and $6,262,703, respectively2,901,0562,940,916
Operating lease right-of-use assets2,360,8292,393,558
Intangible assets, net of accumulated amortization of $32,735 and $32,408, respectively205,263197,431
Equity method and other investments329,755336,684
Long-term investments31,44633,660
Other long-term assets238,933261,731
Goodwill7,415,5607,375,216
$17,119,030$17,285,268
LIABILITIES AND EQUITY
Accounts payable$596,137$547,200
Other liabilities900,188934,145
Accrued compensation and benefits676,782800,484
Current portion of operating lease liabilities420,506410,411
Current portion of long-term debt178,648270,867
Income tax payable36,57710,303
Due to related party97,944—
Total current liabilities2,906,7822,973,410
Long-term operating lease liabilities2,161,4392,209,655
Long-term debt9,559,7459,175,903
Other long-term liabilities166,515169,588
Deferred income taxes664,580665,361
Total liabilities15,459,06115,193,917
Commitments and contingencies
Noncontrolling interests subject to put provisions1,666,5211,695,483
Equity:
Preferred stock ($0.001 par value, 5,000 shares authorized; none issued)——
Common stock ($0.001 par value, 450,000 shares authorized; 90,770 and 77,277 shares issued and outstanding at March 31, 2025, respectively, and 90,369 and 80,536 shares issued and outstanding at December 31, 2024, respectively)9190
Additional paid-in capital299,467286,270
Retained earnings1,697,5471,534,630
Treasury stock (13,493 and 9,833 shares, respectively)(2,037,238)(1,389,072)
Accumulated other comprehensive loss(226,968)(310,796)
Total DaVita Inc. shareholders' equity (deficit)(267,101)121,122
Noncontrolling interests not subject to put provisions260,549274,746
Total equity (deficit)(6,552)395,868
$17,119,030$17,285,268

See notes to condensed consolidated financial statements.

DAVITA INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

(dollars in thousands)

Three months ended March 31,
20252024
Cash flows from operating activities:
Net income$232,216$305,980
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization176,451187,083
Stock-based compensation expense29,75924,542
Deferred income taxes4,335(3,318)
Equity investment loss, net20,26218,531
Gain on changes in ownership interests—(35,147)
Other non-cash losses7,1377,639
Changes in operating assets and liabilities, net of effect of acquisitions and divestitures:
Accounts receivable(155,276)(561,281)
Inventories(14,772)1,929
Other current assets(41,087)(13,044)
Other long-term assets13,0261,922
Accounts payable46,195(14,162)
Accrued compensation and benefits(128,194)(135,041)
Other current liabilities(39,394)27,237
Income taxes39,82960,557
Other long-term liabilities(10,478)(8,263)
Net cash provided by (used in) operating activities180,009(134,836)
Cash flows from investing activities:
Additions of property and equipment(143,258)(121,015)
Acquisitions(10,243)(105,163)
Proceeds from asset and business sales10,6747,040
Purchase of debt investments held-to-maturity(26,894)(309)
Purchase of other debt and equity investments(2,471)(2,975)
Proceeds from debt investments held-to-maturity3,080300
Proceeds from sale of other debt and equity investments5,6624,547
Purchase of equity method investments—(460)
Distributions from equity method investments1,3122,829
Net cash used in investing activities(162,138)(215,206)
Cash flows from financing activities:
Borrowings633,1891,290,255
Payments on long-term debt(345,965)(554,544)
Deferred and debt related financing costs(6,411)(99)
Purchase of treasury stock from related party(31,684)—
Other purchases of treasury stock(510,161)(250,961)
Distributions to noncontrolling interests(93,022)(77,348)
Net proceeds from issuance of common stock under employee stock plans4,9374,143
Payment of tax withholdings on net share settlements of equity awards(30,214)(90,631)
Contributions from noncontrolling interests2,1693,725
Purchases of noncontrolling interests(5,378)(5,221)
Net cash (used in) provided by financing activities(382,540)319,319
Effect of exchange rate changes on cash, cash equivalents and restricted cash9,417(3,130)
Net decrease in cash, cash equivalents and restricted cash(355,252)(33,853)
Cash, cash equivalents and restricted cash at beginning of the year879,825464,634
Cash, cash equivalents and restricted cash at end of the period$524,573$430,781

See notes to condensed consolidated financial statements.

DAVITA INC.

CONSOLIDATED STATEMENTS OF EQUITY

(unaudited)

(dollars and shares in thousands)

Three months ended March 31, 2025
Non- controlling interests subject to put provisionsDaVita Inc. shareholders’ equity (deficit)Non- controlling interests not subject to put provisions
Common stockAdditional paid-in capitalRetained earningsTreasury stockAccumulated other comprehensive loss
SharesAmountSharesAmountTotal
Balance at December 31, 2024$1,695,48390,369$90$286,270$1,534,630(9,833)$(1,389,072)$(310,796)$121,122$274,746
Comprehensive income:
Net income45,230162,917162,91724,069
Other comprehensive income83,82883,828
Stock award plan4011(30,165)(30,164)
Stock-settled stock-based compensation expense29,36929,369
Changes in noncontrolling interest from:
Distributions(61,321)(31,701)
Contributions1,951218
Acquisitions and divestitures4,354682682(6,783)
Partial purchases(5,865)
Fair value remeasurements(13,311)13,31113,311
Purchase of treasury stock(3,660)(550,222)(550,222)
Share purchase obligation(97,944)(97,944)
Balance at March 31, 2025$1,666,52190,770$91$299,467$1,697,547(13,493)$(2,037,238)$(226,968)$(267,101)$260,549
Three months ended March 31, 2024
Non- controlling interests subject to put provisionsDaVita Inc. shareholders’ equityNon- controlling interests not subject to put provisions
Common stockAdditional paid-in capitalRetained earningsTreasury stockAccumulated other comprehensive loss
SharesAmountSharesAmountTotal
Balance at December 31, 2023$1,499,28888,824$89$509,804$598,288—$—$(52,084)$1,056,097$187,965
Comprehensive income:
Net income44,191239,649239,64922,140
Other comprehensive loss(48,031)(48,031)
Stock award plan9981(90,632)(90,631)
Stock-settled stock-based compensation expense23,04923,049
Changes in noncontrolling interest from:
Distributions(52,928)(24,420)
Contributions3,127598
Partial purchases(1,227)(2,996)(2,996)20,233
Fair value remeasurements11,023(11,023)(11,023)
Purchase of treasury stock(2,119)(240,117)(240,117)
Balance at March 31, 2024$1,503,47489,822$90$428,202$837,937(2,119)$(240,117)$(100,115)$925,997$206,516

See notes to condensed consolidated financial statements.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

(dollars and shares in thousands, except per share data)

Unless otherwise indicated in this Quarterly Report on Form 10-Q, "the Company", "we", "us", "our" and similar terms refer to DaVita Inc. and its consolidated subsidiaries.

1. Condensed consolidated interim financial statements

The unaudited condensed consolidated interim financial statements included in this report are prepared by the Company. In the opinion of management, all adjustments necessary for a fair presentation of the results of operations are reflected in these condensed consolidated interim financial statements. All significant intercompany accounts and transactions have been eliminated. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities, contingencies, and noncontrolling interests subject to put provisions. The most significant estimates and assumptions underlying these financial statements and accompanying notes generally involve revenue recognition and accounts receivable, certain fair value estimates, accounting for income taxes, and loss contingencies. The results of operations reflected in these interim financial statements may not necessarily be indicative of annual operating results. These condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (2024 10-K). Prior period classifications conform to the current period presentation.

2. Revenue recognition

The following tables summarize the Company's segment revenues by primary payor source:

Three months ended March 31, 2025Three months ended March 31, 2024
U.S. dialysisOther — Ancillary servicesConsolidatedU.S. dialysisOther — Ancillary servicesConsolidated
Dialysis patient service revenues:
Medicare and Medicare Advantage$1,609,018$$1,609,018$1,531,497$$1,531,497
Medicaid and Managed Medicaid206,509206,509210,123210,123
Other government76,746209,747286,49382,587145,785228,372
Commercial924,88887,8191,012,707925,83170,172996,003
Other revenues:
Medicare and Medicare Advantage98,95498,954103,110103,110
Medicaid and Managed Medicaid22395395
Commercial2,7012,7016,9406,940
Other**(1)**6,00815,59921,6076,12215,20321,325
Eliminations of intersegment revenues(11,734)(2,728)(14,462)(24,463)(2,747)(27,210)
Total$2,811,435$412,094$3,223,529$2,731,697$338,858$3,070,555

(1) Consists primarily of management service fees in the Company's U.S. dialysis business and research fees, management fees, and other non-patient service revenues in the Other - ancillary services businesses.

There are significant uncertainties associated with estimating revenue, many of which take several years to resolve. These estimates are subject to ongoing insurance coverage changes, geographic coverage differences, differing interpretations of contract coverage and other payor issues, as well as patient issues, including determination of applicable primary and secondary coverage, changes in patient insurance coverage and coordination of benefits. As these estimates are refined over time, both positive and negative adjustments to revenue are recognized in the current period.

Dialysis patient service revenues. Revenues are recognized based on the Company’s estimate of the transaction price the Company expects to collect as a result of satisfying its performance obligations. Dialysis patient service revenues are recognized in the period services are provided based on these estimates. Revenues consist primarily of payments from government and commercial health plans for dialysis services provided to patients.

Other revenues. Other revenues consist of revenues earned by the Company's non-dialysis ancillary services as well as fees for management and administrative services to outpatient dialysis businesses that the Company does not consolidate. Other revenues are estimated and recognized in the period the performance obligation is met, subject to applicable measurement

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

(dollars and shares in thousands, except per share data)

constraints. The Company's integrated kidney care (IKC) revenues include revenues earned under risk-based arrangements, including value-based care (VBC) arrangements. Under its VBC arrangements, the Company assumes full or shared financial risk for the total medical cost of care for patients below or above a benchmark. The benchmarks against which the Company incurs profit or loss on these contracts are typically based on the underlying premiums paid to the insuring entity (the Company's counterparty), with adjustments where applicable, or on trended or adjusted medical cost targets.

For its IKC business, the Company recognized revenues for performance obligations satisfied in previous years of $28,463 and $19,450 during the three months ended March 31, 2025 and 2024, respectively. The delay in recognition of these amounts resulted predominantly from measurement limitations and recognition constraints on the Company's VBC contracts with health plans, many of which are complex. Recognition of revenue from the Company's government Comprehensive Kidney Care Contracting (CKCC) program also have certain constraints for plan years 2024 and 2025.

Measurements of revenue for the Company's IKC risk-based arrangements are complex, sensitive to a number of key inputs, and require meaningful estimates for a number of factors, including but not limited to member alignment data, third-party medical claims expense, outcomes on various quality metrics, and ultimate risk adjustment factor (RAF) scores. Information and other measurement limitations on these factors may constrain revenue recognition for a risk-based arrangement until a period after the Company's performance obligations have been met.

3. Earnings per share

Basic earnings per share is calculated by dividing net income attributable to the Company by the weighted average number of common shares outstanding. Weighted average common shares outstanding include restricted stock unit awards that are no longer subject to forfeiture because the recipients have satisfied either the explicit vesting terms or retirement eligibility requirements.

Diluted earnings per share includes the dilutive effect of outstanding stock-settled stock appreciation rights and unvested stock units as computed under the treasury stock method.

The reconciliations of the numerators and denominators used to calculate basic and diluted earnings per share were as follows:

Three months ended March 31,
20252024
Net income attributable to DaVita Inc.$162,917$239,649
Weighted average shares outstanding:
Basic shares79,36887,775
Assumed incremental from stock plans1,9072,772
Diluted shares81,27590,547
Basic net income per share attributable to DaVita Inc.$2.05$2.73
Diluted net income per share attributable to DaVita Inc.$2.00$2.65
Anti-dilutive stock-settled awards excluded from calculation(1)187391

(1)Shares associated with stock awards excluded from the diluted denominator calculation because they were anti-dilutive under the treasury stock method.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

(dollars and shares in thousands, except per share data)

4. Short-term and long-term investments

The Company’s short-term and long-term investments, consisting of debt instruments classified as held-to-maturity and equity investments with readily determinable fair values or redemption values, were as follows:

March 31, 2025December 31, 2024
Debt securitiesEquity securitiesTotalDebt securitiesEquity securitiesTotal
Certificates of deposit and other time deposits$68,863$—$68,863$44,158$—$44,158
Investments in mutual funds and common stocks—35,74635,746—40,56640,566
$68,863$35,746$104,609$44,158$40,566$84,724
Short-term investments$68,863$4,300$73,163$44,158$6,906$51,064
Long-term investments—31,44631,446—33,66033,660
$68,863$35,746$104,609$44,158$40,566$84,724

Debt securities. The Company's short-term debt investments are principally bank certificates of deposit with contractual maturities longer than three months but shorter than one year. Typically, any long-term debt investments are bank time deposits with contractual maturities longer than one year. These debt securities are accounted for as held-to-maturity and recorded at amortized cost, which approximated their fair values at March 31, 2025 and December 31, 2024.

Equity securities. Substantially all of the Company's short-term and long-term equity investments are held within a trust to fund existing obligations associated with the Company’s non-qualified deferred compensation plans.

5. Goodwill

Changes in the carrying value of goodwill by reportable segment were as follows:

U.S. dialysisOther — Ancillary servicesConsolidated
Balance at December 31, 2023$6,416,825$695,735$7,112,560
Acquisitions102,082246,987349,069
Divestitures(1,687)(1,506)(3,193)
Foreign currency and other adjustments—(83,220)(83,220)
Balance at December 31, 20246,517,220857,9967,375,216
Acquisitions5,236(4,838)398
Foreign currency and other adjustments—39,94639,946
Balance at March 31, 2025$6,522,456$893,104$7,415,560
Balance at March 31, 2025:
Goodwill$6,522,456$1,039,716$7,562,172
Accumulated impairment charges—(146,612)(146,612)
$6,522,456$893,104$7,415,560

The Company did not recognize any goodwill impairment charges during the three months ended March 31, 2025 and 2024.

None of the Company's various reporting units were considered at risk of significant goodwill impairment as of March 31, 2025.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

(dollars and shares in thousands, except per share data)

6. Long-term debt

Long-term debt comprised the following:

As of March 31, 2025
March 31, 2025December 31, 2024Maturity dateInterest rateEstimated fair value**(1)**
Senior Secured Credit Facilities:
Term Loan A-1(2)$2,229,567$2,259,2954/28/2028Base +1.75%$2,226,780
Term Loan B-11,632,0501,636,1505/9/2031SOFR + 2.00%$1,630,010
Revolving line of credit(2)425,000—4/28/2028Base +1.75%$425,000
Senior Notes:
4.625% Senior Notes2,750,0002,750,0006/1/20304.625%$2,536,875
3.75% Senior Notes1,500,0001,500,0002/15/20313.75%$1,304,535
6.875% Senior Notes1,000,0001,000,0009/1/20326.875%$1,005,000
Acquisition obligations and other notes payable(3)53,99056,4832025-20385.55%$53,990
Financing lease obligations(4)208,825216,4012026-20394.56%
CHC temporary funding assistance—92,777$—
Total debt principal outstanding9,799,4329,511,106
Discount, premium and deferred financing costs(5)(61,039)(64,336)
9,738,3939,446,770
Less current portion(178,648)(270,867)
$9,559,745$9,175,903

(1)For the Company's senior secured credit facilities, fair value estimates are based on bid and ask quotes, a level 2 input. For the Company's senior notes, fair value estimates are based on market level 1 inputs. For acquisition obligations and other notes payable, the carrying values presented here approximate their estimated fair values, based on estimates of their present values typically using level 2 interest rate inputs.

(2)The Company's senior secured credit facilities bear interest at Term SOFR, plus an interest rate margin, with certain portions also subject to a credit spread adjustment (CSA). Term SOFR plus CSA is referred to as "Base" in the table above. The Term Loan A-1 and revolving line of credit bear a CSA of 0.10%.

(3)The interest rate presented for acquisition obligations and other notes payable is their weighted average interest rate based on the current fixed and variable interest rate components in effect as of March 31, 2025.

(4)Financing lease obligations are measured at their approximate present values at inception. The interest rate presented is the weighted average discount rate embedded in financing leases outstanding.

(5)As of March 31, 2025, the carrying amount of the Company's senior secured credit facilities has been reduced by a discount of $7,759 and deferred financing costs of $26,965, and the carrying amount of the Company's senior notes has been reduced by deferred financing costs of $36,081 and increased by a debt premium of $9,766. As of December 31, 2024, the carrying amount of the Company's senior secured credit facilities was reduced by a discount of $8,084 and deferred financing costs of $28,879, and the carrying amount of the Company's senior notes was reduced by deferred financing costs of $37,612 and increased by a debt premium of $10,239.

During the first three months of 2025, the Company made regularly scheduled principal payments under its senior secured credit facilities totaling $29,728 on Term Loan A-1 and $4,100 on Term Loan B-1.

On March 1, 2024, Change Healthcare (CHC), a subsidiary of UnitedHealth Group, launched a temporary assistance funding program (CHC Funding) to help bridge the gap in short-term cash flow needs for providers impacted by the disruption of CHC's services. Under the program, CHC provided funding to providers for amounts that would otherwise have been received (with certain limitations), but for the disruption in processing electronic claims as a result of the outage. During the first quarter of 2025, the Company repaid all remaining balances outstanding under the CHC Funding program.

As of March 31, 2025, the effective portion of the Company's 2023 interest rate cap agreements have the economic effect of capping the Company's maximum exposure to SOFR variable interest rate changes on equivalent amounts of the Company's floating rate debt, including all of Term Loan B-1 and a portion of Term Loan A-1. The remaining $361,617 outstanding principal balance of Term Loan A-1 and $425,000 balance outstanding on the revolving line of credit are subject to SOFR-based interest rate volatility. These cap agreements are designated as cash flow hedges and, as a result, changes in their fair

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

(dollars and shares in thousands, except per share data)

values are reported in other comprehensive income. The original premiums paid for the caps are amortized to debt expense on a straight-line basis over the term of each cap agreement starting from its effective date. These cap agreements do not contain credit risk-contingent features.

During the first quarter of 2025 the Company entered into several forward interest rate cap agreements, described below, that have the economic effect of capping the Company's exposure to SOFR variable interest rate changes on specific portions of the Company's floating rate debt (2025 cap agreements). These 2025 cap agreements are designated as cash flow hedges and, as a result, changes in their fair values will be reported in other comprehensive income. These 2025 cap agreements do not contain credit-risk contingent features and become effective and expire as described in the table below.

The following table summarizes the Company’s interest rate cap agreements outstanding as of March 31, 2025:

Year cap agreements executedInitial notional amountSOFR maximum rateApproximate effective dateMaturity dateNotional amount effective through December 31
2025202620272028
2023$2,000,0003.75%6/30/202412/31/2025$1,250,000
2023$1,000,0004.00%6/30/202412/31/2025$750,000
2023$500,0004.50%6/30/202412/31/2026$500,000$500,000
2023$250,0004.50%12/31/202412/31/2025$250,000
2023$750,0004.00%12/31/202412/31/2026$750,000$500,000
2024$1,750,0004.50%(1)12/31/202512/31/2027$1,750,000$1,000,000
2024$750,0004.00%(2)12/31/202512/31/2027$750,000$500,000
2025$1,000,0004.50%(3)12/31/202612/31/2028$1,000,000$750,000
Total notional coverage$3,500,000$3,500,000$2,500,000$750,000
Weighted average strike rate4.02%4.32%4.55%4.75%

(1)Effective December 31, 2026, the maximum rate of 4.50% increases to 4.75% for these interest rate caps.

(2)Effective December 31, 2026, the maximum rate of 4.00% increases to 4.25% for these interest rate caps.

(3)Effective December 31, 2027, the maximum rate of 4.50% increases to 4.75% for these interest rate caps.

The fair value of the Company's interest rate cap agreements, which are classified in other long-term assets on its consolidated balance sheet, was $21,894 and $30,062 as of March 31, 2025 and December 31, 2024, respectively.

See Note 9 for further details on amounts reclassified from accumulated other comprehensive loss and recorded as debt expense (offset) related to the Company’s interest rate cap agreements for the three months ended March 31, 2025 and 2024.

As a result of the variable rate cap from the Company's 2023 interest rate cap agreements, the Company’s weighted average effective interest rate on its senior secured credit facilities at the end of the first quarter of 2025 was 6.62%, based on the current margins in effect for its senior secured credit facilities as of March 31, 2025, as detailed in the table above.

The Company’s weighted average effective interest rate on all debt, including the effect of interest rate caps and amortization of debt discount, for the three months ended March 31, 2025 was 5.60% and as of March 31, 2025 was 5.65%.

As of March 31, 2025, the Company’s interest rates were fixed and economically fixed on approximately 56% and 92% of its total debt, respectively.

As of March 31, 2025, the Company had $1,075,000 available and $425,000 drawn on its $1,500,000 revolving line of credit under its senior secured credit facilities. Credit available under this revolving line of credit is reduced by the amount of any letters of credit outstanding under the facility, of which there were none as of March 31, 2025. The Company also had letters of credit of approximately $172,716 outstanding under a separate bilateral secured letter of credit facility as of March 31, 2025.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

(dollars and shares in thousands, except per share data)

7. Commitments and contingencies

The Company operates in a highly regulated industry and is a party to, or has the potential to be a party to, various lawsuits, demands, claims, qui tam suits, governmental investigations and audits (including, without limitation, investigations or other actions resulting from its obligation to self-report suspected violations of law) and other legal proceedings, including, without limitation, those described below. The Company records accruals for certain legal proceedings and regulatory matters to the extent that the Company determines an unfavorable outcome is probable and the amount of the loss can be reasonably estimated. As of March 31, 2025 and December 31, 2024, the Company’s total recorded accruals with respect to legal proceedings and regulatory matters, net of anticipated third party recoveries, were immaterial. While these accruals reflect the Company’s best estimate of the probable loss for those matters as of the dates of those accruals, the recorded amounts may differ materially from the actual amount of the losses for those matters, and any anticipated third party recoveries for any such losses may not ultimately be recoverable. Additionally, in some cases, no estimate of the possible loss or range of loss in excess of amounts accrued, if any, can be made because of the inherently unpredictable nature of legal proceedings and regulatory matters, which also may be impacted by various factors, including, without limitation, that they may involve indeterminate claims for monetary damages or may involve fines, penalties or non-monetary remedies; present novel legal theories or legal uncertainties; involve disputed facts; represent a shift in regulatory policy; are in the early stages of the proceedings; or may result in a change of business practices. Further, there may be various levels of judicial review available to the Company in connection with any such proceeding.

The following is a description of certain lawsuits, claims, governmental investigations and audits and other legal proceedings to which the Company is subject.

Certain Governmental Inquiries and Related Proceedings

2020 U.S. Attorney New Jersey Investigation: In March 2020, the U.S. Attorney’s Office, District of New Jersey served the Company with a subpoena and a Civil Investigative Demand (CID) relating to an investigation being conducted by that office and the U.S. Attorney’s Office, Eastern District of Pennsylvania. The subpoena and CID request information on several topics, including certain of the Company’s joint venture arrangements with physicians and physician groups, medical director agreements, and compliance with its five-year Corporate Integrity Agreement, the term of which expired October 22, 2019. In November 2022, the Company learned that, on April 1, 2022, the U.S. Attorney’s Office for the District of New Jersey notified the U.S. District Court for the District of New Jersey of its decision not to elect to intervene in the matter of U.S. ex rel. Doe v. DaVita Inc. and filed a Stipulation of Dismissal. On April 13, 2022, the U.S. District Court for the District of New Jersey dismissed the case without prejudice. On October 12, 2022, the U.S. Attorney’s Office for the Eastern District of Pennsylvania notified the U.S. District Court, Eastern District of Pennsylvania, of its decision not to elect to intervene at this time in the matter of U.S. ex rel. Bayne v. DaVita Inc., et al. The court then unsealed an amended complaint, which alleges violations of federal and state False Claims Acts, by order dated October 14, 2022. On November 8, 2023, the private party relator filed a fourth amended complaint. On November 29, 2023, the Company filed a motion to dismiss the fourth amended complaint. On April 29, 2025, the Court denied the Company’s motion to dismiss. The Company disputes the allegations in the complaint and intends to defend this action accordingly.

2020 California Department of Insurance Investigation: In April 2020, the California Department of Insurance (CDI) sent the Company an Investigative Subpoena relating to an investigation being conducted by that office. CDI issued a superseding subpoena in September 2020 and an additional subpoena in September 2021. Those subpoenas request information on a number of topics, including but not limited to the Company’s communications with patients about insurance plans and financial assistance from the American Kidney Fund (AKF), analyses of the potential impact of patients’ decisions to change insurance providers, and documents relating to donations or contributions to the AKF. The Company is continuing to cooperate with CDI in this investigation.

2023 District of Columbia Office of Attorney General Investigation: In January 2023, the Office of the Attorney General for the District of Columbia issued a CID to the Company in connection with an antitrust investigation into the AKF. The CID covers the period from January 1, 2016 to the present. The CID requests information on a number of topics, including but not limited to the Company’s communications with the AKF, documents relating to donations to the AKF, and communications with patients, providers, and insurers regarding the AKF. The Company is cooperating with the government in this investigation.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

(dollars and shares in thousands, except per share data)

2024 Federal Trade Commission Investigation: In April 2024, the Company received from the Federal Trade Commission (FTC) two CIDs in connection with an industry investigation under Section 5 of the Federal Trade Commission Act regarding the acquisition of medical director services and provision of dialysis services. The CIDs cover the period from January 1, 2016 to the present and generally seek information relating to restrictive covenants, such as non-competes, with physicians. The Company is cooperating with the government in this investigation.


Although the Company cannot predict whether or when proceedings might be initiated or when these matters may be resolved (other than as may be described above), it is not unusual for inquiries such as these to continue for a considerable period of time through the various phases of document and witness requests and ongoing discussions with regulators and to develop over the course of time. In addition to the inquiries and proceedings specifically identified above, the Company frequently is subject to other inquiries by state or federal government agencies. Negative findings or terms and conditions that the Company might agree to accept could result in, among other things, substantial financial penalties or awards against the Company, substantial payments made by the Company, harm to the Company’s reputation, required changes to the Company’s business practices, an impact on the Company's various relationships and/or contracts related to the Company's business, exclusion from future participation in the Medicare, Medicaid and other federal health care programs and, if criminal proceedings were initiated against the Company, members of its board of directors or management, possible criminal penalties, any of which could have a material adverse effect on the Company.

Other Proceedings

2021 Antitrust Indictment and Putative Class Action Suit: On July 14, 2021, an indictment was returned by a grand jury in the U.S. District Court, District of Colorado against the Company and its former chief executive officer in the matter of U.S. v. DaVita Inc., et al. alleging that purported agreements entered into by DaVita's former chief executive officer not to solicit senior-level employees violated Section 1 of the Sherman Act. On April 15, 2022, a jury returned a verdict in the Company’s favor, acquitting both the Company and its former chief executive officer on all counts. On April 20, 2022, the court entered judgments of acquittal and closed the case. On August 9, 2021, DaVita Inc. and its former chief executive officer were added as defendants in a consolidated putative class action complaint in the matter of In re Outpatient Medical Center Employee Antitrust Litigation in the U.S. District Court, Northern District of Illinois. This class action complaint asserts that the defendants violated Section 1 of the Sherman Act and seeks to bring an action on behalf of certain groups of individuals employed by the Company. On October 27, 2024, the plaintiffs filed a Third Amended Complaint, seeking to bring an action on behalf of certain groups of individuals employed by the Company between March 2008 and January 2021, to which the Company responded on December 20, 2024. The Company disputes the allegations in the class action complaint, as well as the asserted violations of the Sherman Act, and intends to defend this action accordingly.

Additionally, from time to time the Company is subject to other lawsuits, demands, claims, governmental investigations and audits and legal proceedings that arise due to the nature of its business, including, without limitation, contractual disputes, such as with payors, suppliers and others, employee-related matters and professional and general liability claims. From time to time, the Company also initiates litigation or other legal proceedings as a plaintiff arising out of contracts or other matters.


Other than as may be described above, the Company cannot predict the ultimate outcomes of the various legal proceedings and regulatory matters to which the Company is or may be subject from time to time, including those described in this Note 7, or the timing of their resolution or the ultimate losses or impact of developments in those matters, which could have a material adverse effect on the Company’s revenues, earnings and cash flows. Further, any legal proceedings or regulatory matters involving the Company, whether meritorious or not, are time consuming, and often require management’s attention and result in significant legal expense, and may result in the diversion of significant operational resources, may impact the Company's various relationships and/or contracts related to the Company's business or otherwise harm the Company’s business, results of operations, financial condition, cash flows or reputation.

Other Commitments

The Company also has certain potential commitments to provide working capital funding, if necessary, to certain nonconsolidated dialysis businesses that the Company manages and in which the Company owns a noncontrolling equity interest or which are wholly-owned by third parties of approximately $6,699.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

(dollars and shares in thousands, except per share data)

8. Shareholders' equity

Stock-based compensation

During the three months ended March 31, 2025, the Company granted 723 stock-settled restricted and performance stock units with an aggregate grant-date fair value of $104,916 and a weighted average expected life of approximately 3.4 years. Additionally, the Company granted 96 stock-settled stock appreciation rights with an aggregate grant-date fair value of $4,960 and weighted-average expected life of approximately 4.75 years.

As of March 31, 2025, the Company had $207,587 in total estimated but unrecognized stock-based compensation expense under the Company's equity compensation and employee stock purchase plans. The Company expects to recognize this expense over a weighted average remaining period of 1.3 years.

Share repurchases

The following table summarizes the Company's common stock repurchases during the three months ended March 31, 2025 and 2024:

Three months ended March 31, 2025Three months ended March 31, 2024
Shares repurchasedAmount paid**(1)**Average price paid per share**(2)**Shares repurchasedAmount paid**(1)**Average price paid per share**(2)**
Open market repurchases:3,457$518,221$148.532,119$240,117$112.76
Berkshire repurchases:20332,001156.01———
Total repurchases:3,660$550,222$148.942,119$240,117$112.76

(1)Includes commissions and the 1% excise tax imposed on certain share repurchases by the Inflation Reduction Act of 2022. The excise tax is recorded as part of the cost basis of treasury shares repurchased and, as such, is included in stockholders’ equity.

(2)Excludes commissions and the excise tax described above.

Subsequent to March 31, 2025 through May 12, 2025, the Company repurchased 1,730 shares of its common stock for $259,152 at an average price paid of $148.34 per share, inclusive of the shares repurchased from Berkshire Hathaway Inc. as discussed below.

As of March 31, 2025, the Company is authorized to make share repurchases pursuant to a September 5, 2024 Board authorization of $2,000,000. This authorization allows the Company to make purchases from time to time in the open market or in privately negotiated transactions, including without limitation, through accelerated share repurchase transactions, derivative transactions, tender offers, Rule 10b5-1 plans or any combination of the foregoing, depending upon market conditions and other considerations.

As of May 12, 2025, the Company has a total of $1,132,566, excluding excise taxes, available under the current authorization for additional share repurchases. Although this share repurchase authorization does not have an expiration date, the Company remains subject to share repurchase limitations, including under the terms of its senior secured credit facilities.

Berkshire share repurchase agreement

Pursuant to the April 30, 2024 share repurchase agreement with Berkshire Hathaway Inc. on behalf of itself and its affiliates (collectively, Berkshire), the Company had a repurchase obligation at March 31, 2025 to purchase shares from Berkshire for $97,944 in the aggregate, recorded as a payable and classified as Due to related party on the Company's consolidated balance sheet. Subsequent to March 31, 2025, as the Company continued open market share repurchases, the obligation to Berkshire increased. On May 8, 2025, the Company settled the Berkshire repurchase obligation in total for 1,146 shares of common stock for $170,263 at an average price paid of $147.11 per share.

See Note 18 to the Company's consolidated financial statements included in the 2024 10-K for further discussion of the Company’s relationship with Berkshire and the share repurchase agreement.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

(dollars and shares in thousands, except per share data)

9. Accumulated other comprehensive loss

Three months ended March 31, 2025Three months ended March 31, 2024
Interest rate cap agreementsDefined benefit pension planForeign currency translation adjustmentsAccumulated other comprehensive lossInterest rate cap agreementsForeign currency translation adjustmentsAccumulated other comprehensive loss
Beginning balance$(8,557)$46$(302,285)$(310,796)$27,853$(79,937)$(52,084)
Unrealized (losses) gains(11,373)—90,85679,48317,745(39,720)(21,975)
Related income tax2,838——2,838(4,428)—(4,428)
(8,535)—90,85682,32113,317(39,720)(26,403)
Reclassification into net income2,009——2,009(28,818)—(28,818)
Related income tax(502)——(502)7,190—7,190
1,507——1,507(21,628)—(21,628)
Ending balance$(15,585)$46$(211,429)$(226,968)$19,542$(119,657)$(100,115)

The interest rate cap agreement net realized gains reclassified into net income are recorded as debt expense in the corresponding consolidated statements of income. See Note 6 for further details.

10. Variable interest entities (VIEs)

At March 31, 2025, these condensed consolidated financial statements include total assets of VIEs of $546,754 and total liabilities and noncontrolling interests of VIEs to third parties of $252,238. There have been no material changes in the nature of the Company's arrangements with VIEs or its judgments concerning them from those described in Note 22 to the Company's consolidated financial statements included in the 2024 10-K.

11. Fair values of financial instruments

The Company measures the fair value of certain assets, liabilities and noncontrolling interests subject to put provisions (redeemable equity interests classified as temporary equity) based upon certain valuation techniques that include observable or unobservable inputs and assumptions that market participants would use in pricing these assets, liabilities, temporary equity and commitments. The Company has also classified assets, liabilities and temporary equities that are measured at fair value on a recurring basis into the appropriate fair value hierarchy levels as defined by the Financial Accounting Standards Board (FASB).

The following table summarizes the Company’s assets, liabilities and temporary equities measured at fair value on a recurring basis as of March 31, 2025:

TotalQuoted prices in active markets for identical assets (Level 1)Significant other observable inputs (Level 2)Significant unobservable inputs (Level 3)
Assets
Investments in equity securities$35,746$35,746
Interest rate cap agreements$21,894$21,894
Liabilities
Contingent earn-out obligations for acquisitions$10,384$10,384
Temporary equity
Noncontrolling interests subject to put provisions$1,666,521$1,666,521

Investments in equity securities represent investments in various open-ended registered investment companies (mutual funds) and common stocks and are recorded at fair value estimated based on reported market prices or redemption prices, as applicable. See Note 4 for further discussion.

Interest rate cap agreements are recorded at fair value estimated from valuation models utilizing the income approach and commonly accepted valuation techniques that use inputs from closing prices for similar assets and liabilities in active markets as well as other relevant observable market inputs at quoted intervals such as current interest rates, forward yield

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

(dollars and shares in thousands, except per share data)

curves, implied volatility and credit default swap pricing. The Company does not believe the ultimate amount that could be realized upon settlement of these interest rate cap agreements would be materially different from the fair value estimates currently reported. See Note 6 for further discussion.

As of March 31, 2025, the Company had contingent earn-out obligations associated with business acquisitions that could result in the Company paying the former owners a total of up to approximately $23,199 if certain performance targets or quality margins are met over the next one year to five years. The estimated fair value measurements of these contingent earn-out obligations are primarily based on unobservable inputs, including key financial metrics such as projected earnings before interest, taxes, depreciation, and amortization (EBITDA), revenue and other key performance indicators. The estimated fair values of these contingent earn-out obligations are remeasured as of each reporting date and could fluctuate based upon any significant changes in key assumptions, such as changes in the Company's credit risk adjusted rate that is used to discount obligations to present value.

The estimated fair value of noncontrolling interests subject to put provisions is based principally on the higher of either estimated liquidation value of net assets or a multiple of earnings for each subject dialysis partnership, based on historical earnings, revenue mix, and other performance indicators that can affect future results. The multiples used for these valuations are derived from observed ownership transactions for dialysis businesses between unrelated parties in the U.S. in recent years, and the specific valuation multiple applied to each dialysis partnership is principally determined by its recent and expected revenue mix and contribution margin. As of March 31, 2025, an increase or decrease in the weighted average multiple used in these valuations of one times EBITDA would change the estimated fair value of these noncontrolling interests by approximately $225,000. See Notes 16 and 23 to the Company's consolidated financial statements included in the 2024 10-K for further discussion of the Company’s methodology for estimating the fair value of noncontrolling interests subject to put obligations. For a reconciliation of changes in noncontrolling interests subject to put provisions for the three months ended March 31, 2025, see the consolidated statement of equity.

The Company's fair value estimates for its senior secured credit facilities are based upon quoted bid and ask prices for these instruments, a level 2 input. For the Company's senior notes, fair value estimates are based on market level 1 inputs. See Note 6 for further discussion of the Company's debt.

The book value of the Company's contingent consideration payable to Medtronic, Inc. for its interest in Mozarc Medical Holding LLC approximates its estimated fair value, which is based on level 3 inputs.

Other financial instruments consist primarily of cash and cash equivalents, restricted cash and cash equivalents, accounts receivable, accounts payable, other accrued liabilities, lease liabilities and debt. The balances of financial instruments other than debt and lease liabilities are presented in these condensed consolidated financial statements at March 31, 2025 at their approximate fair values due to the short-term nature of their settlements.

12. Segment reporting

The Company’s operating divisions are composed of its U.S. dialysis and related lab services business (its U.S. dialysis business), its U.S. integrated kidney care business, its U.S. other ancillary services and its international operations (collectively, its ancillary services), as well as its corporate administrative support functions.

The Company’s operating segments have been defined based on the separate financial information that is regularly produced and reviewed by the Company’s chief operating decision maker in making decisions about allocating resources to and assessing the financial performance of the Company’s various operating lines of business. The chief operating decision maker for the Company is its Chief Executive Officer. The chief operating decision maker does not review total assets by segment to make decisions regarding resources; therefore, the total assets by segment disclosure has not been included.

The Company’s separate operating segments include its U.S. dialysis and related lab services business, its U.S. integrated kidney care business, its U.S. other ancillary services, and its operations in each foreign sovereign jurisdiction. The U.S. dialysis and related lab services business qualifies as a separately reportable segment, and all other operating segments have been combined and disclosed in the other segments category. See Note 24 to the Company's consolidated financial statements included in the 2024 10-K for further description of how the Company determines and measures results for its operating segments.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

(dollars and shares in thousands, except per share data)

The following is a summary of segment revenues, segment operating margin (loss), and a reconciliation of segment operating margin (loss) to consolidated income before income taxes:

Three months ended March 31,
20252024
Segment revenues:
U.S. dialysis
Patient service revenues:
External sources$2,805,427$2,725,575
Intersegment revenues11,73424,463
U.S. dialysis patient service revenues2,817,1612,750,038
Other revenues
External sources6,0086,122
Total U.S. dialysis revenues2,823,1692,756,160
Other—Ancillary services
Patient service revenues297,566215,957
Other external sources114,528122,901
Intersegment revenues2,7282,747
Total ancillary services414,822341,605
Total net segment revenues3,237,9913,097,765
Elimination of intersegment revenues(14,462)(27,210)
Consolidated revenues$3,223,529$3,070,555
Significant segment expenses:
U.S. dialysis
Patient care costs$1,913,428$1,824,579
General and administrative282,679274,562
Depreciation and amortization156,899172,852
Other segment items(1)(5,609)(41,570)
U.S. dialysis segment expenses2,347,3972,230,423
Other - Ancillary services expenses417,631353,107
Segment operating margin (loss):
U.S. dialysis475,772525,737
Other—Ancillary services(2)(2,809)(11,502)
Total segment operating margin (loss)472,963514,235
Reconciliation of segment operating income to consolidated income before income taxes:
Corporate administrative support(34,026)(30,390)
Consolidated operating income438,937483,845
Debt expense(135,055)(99,418)
Other loss, net(17,549)(12,641)
Income from continuing operations before income taxes$286,333$371,786

(1)Other segment items for our U.S. dialysis segment include equity income from nonconsolidated joint ventures and a gain on changes in ownership interests.

(2)Includes depreciation and amortization of $19,552 and $14,231 for the three months ended March 31, 2025 and 2024, respectively.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

(dollars and shares in thousands, except per share data)

Expenditures for property and equipment by reportable segment were as follows:

Three months ended March 31,
20252024
U.S. dialysis$113,591$104,953
Other—Ancillary services29,66716,062
$143,258$121,015

13. New accounting standards

New standards not yet adopted

In December 2023, the Financial Accounting Standards Board issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands income tax disclosure requirements to include additional information related to the rate reconciliation of effective tax rates to statutory rates, as well as additional disaggregation of taxes paid in both U.S. and foreign jurisdictions. The amendments in the ASU also remove disclosures related to certain unrecognized tax benefits and deferred taxes. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024. The amendments may be applied prospectively or retrospectively, and early adoption is permitted. The Company’s income tax footnote to the consolidated financial statements for the fiscal year ended December 31, 2025 will reflect the expanded disclosure requirements.

In November 2024, the Financial Accounting Standards Board issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, which requires disaggregated disclosure of income statement expenses, including purchases of inventory, employee compensation, depreciation, and amortization. The amendments in this ASU are effective for fiscal years beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The amendments in this ASU may be applied prospectively or retrospectively, and early adoption is permitted. The Company is currently assessing the effect this guidance may have on its consolidated financial statements.

14. Subsequent event — cybersecurity incident

On April 12, 2025, the Company became aware of a ransomware incident. Upon discovery, the Company activated its response protocols and implemented containment measures, including proactively disconnecting parts of the Company's network. The Company is actively working to assess and remediate the incident with the assistance of third-party cybersecurity professionals and law enforcement. While the incident resulted in disruption to the Company's operations, it has prioritized and focused its efforts on minimizing disruption to dialysis care, and these efforts have been successful to date. The Company has been able to restore most functions, but it cannot estimate the duration or extent of the disruption at this time.

The Company is aware of the exfiltration of certain data as part of the cybersecurity incident. The Company is in the process of validating the extent and nature of the files that were involved, including the identification of Personally Identifiable Information (PII) and/or Protected Health Information (PHI) involved. Based on the Company's review, it will comply with applicable privacy notice provisions and regulations.

Based on information currently available and the investigation to date, the Company believes that this incident has not had, and is not expected to have, a material adverse impact on its ability to provide patient care or on its business, results of operations or financial condition. However, the Company's investigation remains ongoing and as a result, it does not yet know the full impact of the cybersecurity incident, including how much of the financial impact will be covered by insurance.

Next: Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.