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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 June 30, 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

logoa33.jpg

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 August 1, 2025, the number of shares of the registrant’s common stock outstanding was approximately 71.5 million shares.

DAVITA INC.

INDEX

Page No.
PART I. FINANCIAL INFORMATION
Item 1.Condensed Consolidated Financial Statements:
Consolidated Statements of Income for the three and six months ended June 30, 2025 and June 30, 20241
Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2025 and June 30, 20242
Consolidated Balance Sheets as of June 30, 2025 and December 31, 20243
Consolidated Statements of Cash Flow for the six months ended June 30, 2025 and June 30, 20244
Consolidated Statements of Equity for the three and six months ended June 30, 2025 and June 30, 20245
Notes to Condensed Consolidated Financial Statements7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations22
Item 3.Quantitative and Qualitative Disclosures about Market Risk39
Item 4.Controls and Procedures39
PART II. OTHER INFORMATION
Item 1.Legal Proceedings39
Item 1A.Risk Factors39
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds40
Item 3.Defaults Upon Senior Securities40
Item 4.Mine Safety Disclosures40
Item 5.Other Information40
Item 6.Exhibits41
Signature42

i

DAVITA INC.

CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

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

Three months ended June 30,Six months ended June 30,
2025202420252024
Dialysis patient service revenues$3,206,871$3,061,102$6,309,864$6,002,634
Other revenues172,655125,620293,191254,643
Total revenues3,379,5263,186,7226,603,0556,257,277
Operating expenses:
Patient care costs2,261,5402,142,2994,501,2004,221,275
General and administrative412,805367,845786,895730,325
Depreciation and amortization174,704175,661351,155362,744
Equity investment income, net(7,364)(5,481)(12,973)(12,163)
Gain on changes in ownership interests———(35,147)
Total operating expenses2,841,6852,680,3245,626,2775,267,034
Operating income537,841506,398976,778990,243
Debt expense(146,062)(97,747)(281,117)(197,165)
Debt prepayment, extinguishment and modification costs—(9,732)—(9,732)
Other loss, net(22,851)(27,479)(40,400)(40,120)
Income before income taxes368,928371,440655,261743,226
Income tax expense93,70871,688147,825137,494
Net income275,220299,752507,436605,732
Less: Net income attributable to noncontrolling interests(75,883)(77,076)(145,182)(143,407)
Net income attributable to DaVita Inc.$199,337$222,676$362,254$462,325
Earnings per share attributable to DaVita Inc.:
Basic net income$2.62$2.56$4.67$5.29
Diluted net income$2.58$2.50$4.57$5.15
Weighted average shares for earnings per share:
Basic shares75,94386,89977,64687,337
Diluted shares77,36288,95079,30989,749

See notes to condensed consolidated financial statements.

DAVITA INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

(dollars in thousands)

Three months ended June 30,Six months ended June 30,
2025202420252024
Net income$275,220$299,752$507,436$605,732
Other comprehensive income (loss), net of tax:
Unrealized (losses) gains on interest rate cap agreements:
Unrealized (losses) gains(6,405)5,919(14,940)19,236
Reclassifications of net realized losses (gains) into net income1,534(22,041)3,041(43,669)
Unrealized gains (losses) on foreign currency translation94,001(78,853)184,857(118,573)
Other comprehensive income (loss)89,130(94,975)172,958(143,006)
Total comprehensive income364,350204,777680,394462,726
Less: Comprehensive income attributable to noncontrolling interests(75,883)(77,076)(145,182)(143,407)
Comprehensive income attributable to DaVita Inc.$288,467$127,701$535,212$319,319

See notes to condensed consolidated financial statements.

DAVITA INC.

CONSOLIDATED BALANCE SHEETS

(unaudited)

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

June 30, 2025December 31, 2024
ASSETS
Cash and cash equivalents$708,417$794,933
Restricted cash and equivalents88,54284,892
Short-term investments31,01451,064
Accounts receivable2,441,2592,146,975
Inventories146,295134,559
Other receivables477,191383,166
Prepaid and other current assets110,334122,948
Income tax receivable84,77627,535
Total current assets4,087,8283,746,072
Property and equipment, net of accumulated depreciation of $6,532,865 and $6,262,703, respectively2,854,4682,940,916
Operating lease right-of-use assets2,338,5992,393,558
Intangible assets, net of accumulated amortization of $34,165 and $32,408, respectively211,687197,431
Equity method and other investments303,136336,684
Long-term investments38,72233,660
Other long-term assets192,749261,731
Goodwill7,465,7697,375,216
$17,492,958$17,285,268
LIABILITIES AND EQUITY
Accounts payable$594,403$547,200
Other liabilities921,174934,145
Accrued compensation and benefits686,242800,484
Current portion of operating lease liabilities429,252410,411
Current portion of long-term debt182,442270,867
Income tax payable19,69110,303
Due to related party100,336—
Total current liabilities2,933,5402,973,410
Long-term operating lease liabilities2,124,8752,209,655
Long-term debt10,078,8059,175,903
Other long-term liabilities156,486169,588
Deferred income taxes646,229665,361
Total liabilities15,939,93515,193,917
Commitments and contingencies
Noncontrolling interests subject to put provisions1,660,9901,695,483
Equity:
Preferred stock ($0.001 par value, 5,000 shares authorized; none issued)——
Common stock ($0.001 par value, 450,000 shares authorized; 90,777 and 74,217 shares issued and outstanding at June 30, 2025, respectively, and 90,369 and 80,536 shares issued and outstanding at December 31, 2024, respectively)9190
Additional paid-in capital356,884286,270
Retained earnings1,896,8841,534,630
Treasury stock (16,560 and 9,833 shares, respectively)(2,485,654)(1,389,072)
Accumulated other comprehensive loss(137,838)(310,796)
Total DaVita Inc. shareholders' equity (deficit)(369,633)121,122
Noncontrolling interests not subject to put provisions261,666274,746
Total equity (deficit)(107,967)395,868
$17,492,958$17,285,268

See notes to condensed consolidated financial statements.

DAVITA INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

(dollars in thousands)

Six months ended June 30,
20252024
Cash flows from operating activities:
Net income$507,436$605,732
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization351,155362,744
Loss on extinguishment of debt—2,445
Stock-based compensation expense62,56748,832
Deferred income taxes(9,838)(28,643)
Equity investment loss, net47,73054,748
Gain on changes in ownership interests—(35,147)
Other non-cash losses6,94816,570
Changes in operating assets and liabilities, net of effect of acquisitions and divestitures:
Accounts receivable(288,447)(193,093)
Inventories(9,592)22,422
Other current assets(70,945)(13,898)
Other long-term assets2,981(3,367)
Accounts payable35,612(38,998)
Accrued compensation and benefits(125,365)(122,817)
Other current liabilities(3,586)1,219
Income taxes9,462(8,097)
Other long-term liabilities(11,873)(6,642)
Net cash provided by operating activities504,245664,010
Cash flows from investing activities:
Additions of property and equipment(264,349)(245,740)
Acquisitions(10,596)(157,783)
Proceeds from asset and business sales22,40012,779
Purchase of debt investments held-to-maturity(27,475)(309)
Purchase of other debt and equity investments(3,002)(3,411)
Proceeds from debt investments held-to-maturity48,0147,082
Proceeds from sale of other debt and equity investments6,3794,564
Purchase of equity method investments(2,144)(700)
Distributions from equity method investments1,4706,554
Net cash used in investing activities(229,303)(376,964)
Cash flows from financing activities:
Borrowings4,189,7163,275,533
Payments on long-term debt(3,373,300)(2,661,145)
Deferred and debt related financing costs(25,133)(19,993)
Purchase of treasury stock from related party(200,261)—
Other purchases of treasury stock(793,834)(612,614)
Distributions to noncontrolling interests(151,087)(107,210)
Net proceeds from issuance of common stock under employee stock plans8,9137,421
Payment of tax withholdings on net share settlements of equity awards(30,477)(93,698)
Contributions from noncontrolling interests2,5787,621
Proceeds from sales of additional noncontrolling interests169860
Purchases of noncontrolling interests(5,378)(40,751)
Net cash used in financing activities(378,094)(243,976)
Effect of exchange rate changes on cash, cash equivalents and restricted cash20,286(4,458)
Net (decrease) increase in cash, cash equivalents and restricted cash(82,866)38,612
Cash, cash equivalents and restricted cash at beginning of the year879,825464,634
Cash, cash equivalents and restricted cash at end of the period$796,959$503,246

See notes to condensed consolidated financial statements.

DAVITA INC.

CONSOLIDATED STATEMENTS OF EQUITY

(unaudited)

(dollars and shares in thousands)

Three months ended June 30, 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 March 31, 2025$1,666,52190,770$91$299,467$1,697,547(13,493)$(2,037,238)$(226,968)$(267,101)$260,549
Comprehensive income:
Net income54,394199,337199,33721,489
Other comprehensive income89,13089,130
Stock award plan7—(312)(312)
Stock-settled stock-based compensation expense32,48532,485
Changes in noncontrolling interest from:
Distributions(35,266)(22,799)
Contributions409
Acquisitions and divestitures191(15)(15)2,427
Fair value remeasurements(25,259)25,25925,259
Purchase of treasury stock(3,067)(446,024)(446,024)
Share purchase obligation(2,392)(2,392)
Balance at June 30, 2025$1,660,99090,777$91$356,884$1,896,884(16,560)$(2,485,654)$(137,838)$(369,633)$261,666
Six months ended June 30, 2025
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, 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 income99,624362,254362,25445,558
Other comprehensive income172,958172,958
Stock award plan4081(30,477)(30,476)
Stock-settled stock-based compensation expense61,85461,854
Changes in noncontrolling interest from:
Distributions(96,587)(54,500)
Contributions2,360218
Acquisitions and divestitures4,545(15)(15)(4,356)
Partial purchases(5,865)682682
Fair value remeasurements(38,570)38,57038,570
Purchase of treasury stock(6,727)(996,246)(996,246)
Share purchase obligation(100,336)(100,336)
Balance at June 30, 2025$1,660,99090,777$91$356,884$1,896,884(16,560)$(2,485,654)$(137,838)$(369,633)$261,666
Three months ended June 30, 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 lossTotal
SharesAmountSharesAmount
Balance at March 31, 2024$1,503,47489,822$90$428,202$837,937(2,119)$(240,117)$(100,115)$925,997$206,516
Comprehensive income:
Net income57,867222,676222,67619,209
Other comprehensive loss(94,975)(94,975)
Stock award plan33(3,067)(3,067)
Stock-settled stock-based compensation expense23,71423,714
Changes in noncontrolling interest from:
Distributions(20,153)(9,709)
Contributions3,001895
Acquisitions and divestitures491491205
Partial purchases(35,272)(182)(182)
Fair value remeasurements65,923(65,923)(65,923)
Purchase of treasury stock(2,655)(375,831)(375,831)
Balance at June 30, 2024$1,574,84089,855$90$383,235$1,060,613(4,774)$(615,948)$(195,090)$632,900$217,116
Six months ended June 30, 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 lossTotal
SharesAmountSharesAmount
Balance at December 31, 2023$1,499,28888,824$89$509,804$598,288—$—$(52,084)$1,056,097$187,965
Comprehensive income:
Net income102,058462,325462,32541,349
Other comprehensive loss(143,006)(143,006)
Stock award plan1,0311(93,699)(93,698)
Stock-settled stock-based compensation expense46,76346,763
Changes in noncontrolling interest from:
Distributions(73,081)(34,129)
Contributions6,1281,493
Acquisitions and divestitures49149120,438
Partial purchases(36,499)(3,178)(3,178)
Fair value remeasurements76,946(76,946)(76,946)
Purchase of treasury stock(4,774)(615,948)(615,948)
Balance at June 30, 2024$1,574,84089,855$90$383,235$1,060,613(4,774)$(615,948)$(195,090)$632,900$217,116

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 June 30, 2025Three months ended June 30, 2024
U.S. dialysisOther — Ancillary servicesConsolidatedU.S. dialysisOther — Ancillary servicesConsolidated
Dialysis patient service revenues:
Medicare and Medicare Advantage$1,659,607$$1,659,607$1,587,198$$1,587,198
Medicaid and Managed Medicaid217,699217,699214,951214,951
Other government83,104224,937308,04180,338176,524256,862
Commercial947,01591,2251,038,240952,62562,3911,015,016
Other revenues:
Medicare and Medicare Advantage140,149140,14997,43397,433
Medicaid and Managed Medicaid——445445
Commercial8,3228,32210,20010,200
Other**(1)**5,96621,05427,0205,89815,46721,365
Eliminations of intersegment revenues(16,716)(2,836)(19,552)(12,925)(3,823)(16,748)
Total$2,896,675$482,851$3,379,526$2,828,085$358,637$3,186,722

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

Six months ended June 30, 2025Six months ended June 30, 2024
U.S. dialysisOther — Ancillary servicesConsolidatedU.S. dialysisOther — Ancillary servicesConsolidated
Dialysis patient service revenues:
Medicare and Medicare Advantage$3,268,625$$3,268,625$3,118,696$$3,118,696
Medicaid and Managed Medicaid424,208424,208425,075425,075
Other government159,850435,301595,151162,924322,309485,233
Commercial1,871,903178,4272,050,3301,878,455132,5642,011,019
Other revenues:
Medicare and Medicare Advantage239,103239,103200,542200,542
Medicaid and Managed Medicaid22841841
Commercial11,02311,02317,14017,140
Other**(1)**11,97436,65448,62812,02130,66942,690
Eliminations of intersegment revenues(28,450)(5,565)(34,015)(37,389)(6,570)(43,959)
Total$5,708,110$894,945$6,603,055$5,559,782$697,495$6,257,277

(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 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 $95,911 and $31,309 during the six months ended June 30, 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 has 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.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

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 June 30,Six months ended June 30,
2025202420252024
Net income attributable to DaVita Inc.$199,337$222,676$362,254$462,325
Weighted average shares outstanding:
Basic shares75,94386,89977,64687,337
Assumed incremental from stock plans1,4192,0511,6632,412
Diluted shares77,36288,95079,30989,749
Basic net income per share attributable to DaVita Inc.$2.62$2.56$4.67$5.29
Diluted net income per share attributable to DaVita Inc.$2.58$2.50$4.57$5.15
Anti-dilutive stock-settled awards excluded from calculation(1)2664226197

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

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:

June 30, 2025December 31, 2024
Debt securitiesEquity securitiesTotalDebt securitiesEquity securitiesTotal
Certificates of deposit and other time deposits$31,783$—$31,783$44,158$—$44,158
Investments in mutual funds and common stocks—37,95337,953—40,56640,566
$31,783$37,953$69,736$44,158$40,566$84,724
Short-term investments$28,114$2,900$31,014$44,158$6,906$51,064
Long-term investments3,66935,05338,722—33,66033,660
$31,783$37,953$69,736$44,158$40,566$84,724

Debt securities. The Company's short-term debt investments are principally bank certificates of deposit and international sovereign bonds, each with contractual maturities longer than three months but shorter than one year. The Company's long-term debt investments are international sovereign bonds 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 June 30, 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.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

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
Acquisitions5,384(4,715)669
Foreign currency and other adjustments—89,88489,884
Balance at June 30, 2025$6,522,604$943,165$7,465,769
Balance at June 30, 2025:
Goodwill$6,522,604$1,099,747$7,622,351
Accumulated impairment charges—(156,582)(156,582)
$6,522,604$943,165$7,465,769

The Company did not recognize any goodwill impairment charges during the six months ended June 30, 2025 and 2024.

The Company performed various annual impairment assessments during the six months ended June 30, 2025, with no impairment indicated. None of the Company's various reporting units were considered at risk of significant goodwill impairment as of June 30, 2025.

6. Long-term debt

Long-term debt comprised the following:

As of June 30, 2025
June 30, 2025December 31, 2024Maturity dateInterest rateEstimated fair value**(1)**
Senior Secured Credit Facilities:
Term Loan A-1(2)$2,199,840$2,259,2954/28/2028Base +1.75%$2,202,590
Term Loan B-11,627,9491,636,1505/9/2031SOFR + 2.00%$1,636,089
Revolving line of credit(2)——4/28/2028Base +1.75%$—
Senior Notes:
4.625% Senior Notes2,750,0002,750,0006/1/20304.625%$2,633,125
3.75% Senior Notes1,500,0001,500,0002/15/20313.75%$1,362,225
6.875% Senior Notes1,000,0001,000,0009/1/20326.875%$1,035,000
6.75% Senior Notes1,000,0007/15/20336.75%$1,032,500
Acquisition obligations and other notes payable(3)51,27656,4832025-20385.41%$51,276
Financing lease obligations(4)201,413216,4012026-20394.54%
CHC temporary funding assistance—92,777$—
Total debt principal outstanding10,330,4789,511,106
Discount, premium and deferred financing costs(5)(69,231)(64,336)
10,261,2479,446,770
Less current portion(182,442)(270,867)
$10,078,805$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

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

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 June 30, 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 June 30, 2025, the carrying amount of the Company's senior secured credit facilities has been reduced by a discount of $7,435 and deferred financing costs of $24,978, and the carrying amount of the Company's senior notes has been reduced by deferred financing costs of $46,111 and increased by a debt premium of $9,293. 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.

On May 23, 2025, the Company issued $1,000,000 aggregate principal amount of 6.75% senior notes due 2033 (the 6.75% Senior Notes) in a private offering pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended. The 6.75% Senior Notes pay interest on January 15 and July 15 of each year beginning January 15, 2026 and mature on July 15, 2033. The 6.75% Senior Notes are unsecured senior obligations and rank equally in right of payment with the Company's existing and future unsecured senior indebtedness. The 6.75% Senior Notes are guaranteed by each of the Company’s domestic subsidiaries that guarantee its senior secured credit facilities. The Company may redeem up to 40% of the aggregate principal amount of the 6.75% Senior Notes at any time prior to July 15, 2028 at 106.75% of the aggregate principal amount from the net cash proceeds of one or more equity offerings, plus accrued and unpaid interest. On and after July 15, 2028, the Company may at its option redeem the 6.75% Senior Notes, in whole or from time to time in part, at certain redemption prices specified in the indenture governing the 6.75% Senior Notes, plus accrued and unpaid interest. If the Company experiences certain change of control events, the Company must offer to repurchase all of the 6.75% Senior Notes (unless otherwise redeemed) at a price equal to 101% of the principal amount thereof, plus accrued and unpaid interest. The 6.75% Senior Notes contain restrictive covenants that limit the ability of the Company and the subsidiary guarantors of the 6.75% Senior Notes to, among other things and subject to certain exceptions and qualifications, create certain liens, enter into certain sale/leaseback transactions, or merge with or into, or convey, transfer or lease all or substantially all of their assets. The 6.75% Senior Notes and related subsidiary guarantees do not have any registration or similar rights and are not expected to be registered or listed on any securities exchange. As of June 30, 2025, the Company incurred $11,799 in fees and other professional expenses associated with this transaction that were capitalized and will amortize over the term of the 6.75% Senior Notes.

During the first six months of 2025, the Company made regularly scheduled principal payments under its senior secured credit facilities totaling $59,455 on Term Loan A-1 and $8,201 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 following a cybersecurity incident. 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 June 30, 2025, the effective portion of the Company's interest rate cap agreements, as detailed in the table below, 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 $327,789 outstanding principal balance of Term Loan A-1 is subject to SOFR-based interest rate volatility. These cap agreements are designated as cash flow hedges and, as a result, changes in their fair 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 2025 the Company entered into several forward interest rate cap agreements, detailed in the table 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

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

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 June 30, 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
2025$1,000,0004.25%(4)12/31/202612/31/2028$1,000,000$1,000,000
Total notional coverage$3,500,000$3,500,000$3,500,000$1,750,000
Weighted average strike rate4.02%4.32%4.46%4.61%

(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.

(4)Effective December 31, 2027, the maximum rate of 4.25% increases to 4.50% 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 $17,187 and $30,062 as of June 30, 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 and six months ended June 30, 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 second quarter of 2025 was 6.60%, based on the current margins in effect for its senior secured credit facilities as of June 30, 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, premium and deferred financing costs, for the three and six months ended June 30, 2025 was 5.71% and 5.66%, respectively, and as of June 30, 2025 was 5.73%.

As of June 30, 2025, the Company’s interest rates were fixed and economically fixed on approximately 63% and 97% of its total debt, respectively.

As of June 30, 2025, the Company had an undrawn revolving line of credit under its senior secured credit facilities of $1,500,000. 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 June 30, 2025. The Company also had letters of credit of approximately $159,115 outstanding under a separate bilateral secured letter of credit facility as of June 30, 2025.

Subsequent to June 30, 2025, the Company amended its senior secured credit facilities. For additional information see Note 14**.**

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

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

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 June 30, 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. On July 21, 2025, the Company answered the complaint. 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.

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.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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


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 or other financing, if necessary, to certain nonconsolidated 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 $8,100.

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 six months ended June 30, 2025, the Company granted 729 stock-settled restricted and performance stock units with an aggregate grant-date fair value of $105,765 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 June 30, 2025, the Company had $178,947 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 and six months ended June 30, 2025.

Three months ended June 30,Six months ended June 30,
2025202420252024
Open market repurchases:
Shares repurchased1,9212,6555,3784,774
Amount paid(1)$275,761$375,831$793,982$615,948
Average price paid per share(2)$142.15$140.14$146.25$127.98
Berkshire repurchases:
Shares repurchased1,146—1,349—
Amount paid(1)$170,263$—$202,264$—
Average price paid per share(2)$147.11$—$148.45$—
Total repurchases:
Shares repurchased3,0672,6556,7274,774
Amount paid(1)$446,024$375,831$996,246$615,948
Average price paid per share(2)$144.00$140.14$146.69$127.98

(1)Includes commissions and excise tax. 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 excise tax.

Subsequent to June 30, 2025 through August 1, 2025, the Company repurchased 2,749 shares of its common stock for $393,461 at an average price paid of $141.68 per share, inclusive of the shares repurchased from Berkshire Hathaway Inc. as discussed below.

As of June 30, 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 August 1, 2025, the Company has a total of $557,971, 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.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

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 June 30, 2025 to purchase shares from Berkshire for $100,336 in the aggregate, recorded as a payable and classified as Due to related party on the Company's consolidated balance sheet. Subsequent to June 30, 2025, as the Company continued open market share repurchases, the obligation to Berkshire increased. On August 1, 2025, the Company settled the Berkshire repurchase obligation in total for 1,636 shares of common stock for $230,025, at an average price paid of $140.61 per share, both excluding associated excise tax.

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.

9. Accumulated other comprehensive loss

Three months ended June 30, 2025Six months ended June 30, 2025
Defined benefit pension planInterest rate cap agreementsForeign currency translation adjustmentsAccumulated other comprehensive lossDefined benefit pension planInterest rate cap agreementsForeign currency translation adjustmentsAccumulated other comprehensive loss
Beginning balance$46$(15,585)$(211,429)$(226,968)$46$(8,557)$(302,285)$(310,796)
Unrealized (losses) gains—(8,533)94,00185,468—(19,906)184,857164,951
Related income tax—2,128—2,128—4,966—4,966
—(6,405)94,00187,596—(14,940)184,857169,917
Reclassification into net income—2,043—2,043—4,052—4,052
Related income tax—(509)—(509)—(1,011)—(1,011)
—1,534—1,534—3,041—3,041
Ending balance$46$(20,456)$(117,428)$(137,838)$46$(20,456)$(117,428)$(137,838)
Three months ended June 30, 2024Six months ended June 30, 2024
Interest rate cap agreementsForeign currency translation adjustmentsAccumulated other comprehensive lossInterest rate cap agreementsForeign currency translation adjustmentsAccumulated other comprehensive loss
Beginning balance$19,542$(119,657)$(100,115)$27,853$(79,937)$(52,084)
Unrealized gains (losses)7,887(78,853)(70,966)25,632(118,573)(92,941)
Related income tax(1,968)—(1,968)(6,396)—(6,396)
5,919(78,853)(72,934)19,236(118,573)(99,337)
Reclassification into net income(29,368)—(29,368)(58,186)—(58,186)
Related income tax7,327—7,32714,517—14,517
(22,041)—(22,041)(43,669)—(43,669)
Ending balance$3,420$(198,510)$(195,090)$3,420$(198,510)$(195,090)

The interest rate cap agreement net realized (losses) 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 June 30, 2025, these condensed consolidated financial statements include total assets of VIEs of $593,868 and total liabilities and noncontrolling interests of VIEs to third parties of $247,330. 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

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

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 June 30, 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$37,953$37,953
Interest rate cap agreements$17,187$17,187
Liabilities
Contingent earn-out obligations for acquisitions$9,393$9,393
Temporary equity
Noncontrolling interests subject to put provisions$1,660,990$1,660,990

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 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 June 30, 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 $23,420 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 June 30, 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 $220,000. 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 six months ended June 30, 2025, see the consolidated statements 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.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

The fair value of the Company's contingent consideration payable to Medtronic, Inc. for its interest in Mozarc Medical Holding LLC approximates $12,500, which is based on level 3 inputs.

Other financial instruments consist primarily of cash and cash equivalents, restricted cash and cash equivalents, accounts receivable, investments in debt securities, 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 June 30, 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, and a reconciliation of segment operating margin to consolidated income before income taxes:

Three months ended June 30,Six months ended June 30,
2025202420252024
Segment revenues:
U.S. dialysis
Patient service revenues:
External sources$2,890,709$2,822,187$5,696,136$5,547,761
Intersegment revenues16,71612,92528,45037,389
U.S. dialysis patient service revenues2,907,4252,835,1125,724,5865,585,150
Other revenues
External sources5,9665,89811,97412,021
Total U.S. dialysis revenues2,913,3912,841,0105,736,5605,597,171
Other—Ancillary services
Patient service revenues316,162238,915613,728454,873
Other external sources166,689119,722281,217242,622
Intersegment revenues2,8363,8235,5656,570
Total ancillary services485,687362,460900,510704,065
Total net segment revenues3,399,0783,203,4706,637,0706,301,236
Elimination of intersegment revenues(19,552)(16,748)(34,015)(43,959)
Consolidated revenues$3,379,526$3,186,722$6,603,055$6,257,277
Significant segment expenses:
U.S. dialysis
Patient care costs$1,928,462$1,854,541$3,841,890$3,679,120
General and administrative312,089281,795594,768556,357
Depreciation and amortization156,782160,410313,681333,262
Other segment items(1)(6,786)(5,922)(12,396)(47,491)
U.S. dialysis segment expenses2,390,5472,290,8244,737,9434,521,248
Other - Ancillary services expenses428,973381,052846,604734,159
Segment operating margin:
U.S. dialysis522,844550,186998,6171,075,923
Other—Ancillary services(2)56,714(18,592)53,906(30,094)
Total segment operating margin579,558531,5941,052,5231,045,829
Reconciliation of segment operating income to consolidated income before income taxes:
Corporate administrative support(41,717)(25,196)(75,745)(55,586)
Consolidated operating income537,841506,398976,778990,243
Debt expense(146,062)(97,747)(281,117)(197,165)
Debt prepayment, extinguishment and modification costs—(9,732)—(9,732)
Other loss, net(22,851)(27,479)(40,400)(40,120)
Income from continuing operations before income taxes$368,928$371,440$655,261$743,226

(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 $17,923 and $15,251 for the three months ended June 30, 2025 and 2024, respectively, and $37,474 and $29,482 for the six months ended June 30, 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:

Six months ended June 30,
20252024
U.S. dialysis$216,902$211,171
Other—Ancillary services47,44734,569
$264,349$245,740

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 events

Seventh Amendment to Credit Agreement

On July 17, 2025 (Seventh Amendment Effective Date), the Company entered into the Seventh Amendment (the Seventh Amendment) to the Credit Agreement. The Seventh Amendment modifies the Credit Agreement to, among other things, refinance its Term Loan B-1 with a repriced Term Loan B-2 facility in the aggregate principal amount of $1,877,949, which includes an incremental borrowing of Tranche B-2 term loans of $250,000. The facility bears interest, at the Company’s option, based on (i) the Base Rate (as defined below) plus the Applicable Margin (as defined below), or (ii) the forward-looking term rate based on the secured overnight financing rate that is published by CME Group Benchmark Administration Limited (Term SOFR) plus the Applicable Margin. The “Base Rate” is defined as the highest of (i) the Federal Funds Rate, as published by the Federal Reserve Bank of New York, plus 0.50%, (ii) the prime commercial lending rate of Wells Fargo as established from time to time and (iii) Term SOFR for an interest period of one month plus 1.00%; provided that if Term SOFR or the Base Rate is less than 0.00% such rate shall be deemed to be 0.00% for purposes of the Credit Agreement. The “Applicable Margin” for the Term Loan B-2 is 1.75% in the case of Term SOFR loans, and 0.75% in the case of Base Rate loans. The “Applicable Margin” for the Term Loan B-1 before giving effect to the Seventh Amendment was 2.00% in the case of Term SOFR loans, and 1.00% in the case of Base Rate loans. The Credit Agreement, as amended, continues to include customary affirmative and negative covenants and events of default for financings of this type.

The Term Loan B-2 requires quarterly principal payments beginning on September 30, 2025 of 0.25% of the aggregate principal amount of the Term Loan B-2 outstanding on the Seventh Amendment Effective Date, with the balance due on May 9, 2031. The Company used the incremental proceeds of $250,000 from the Term Loan B-2 to prepay a proportionate amount of the principal balance outstanding on its Term Loan A-1.

Federal Tax Reform

On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was signed into law. The OBBBA makes permanent key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing, and the business interest expense limitation. The Company is currently evaluating the impact of the OBBBA.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

Brazil Acquisition

Effective August 1, 2025, the Company acquired the dialysis operations of Fresenius Medical Care AG and its affiliates in Brazil for initial aggregate consideration paid of approximately $94,000. The initial purchase price allocation and final aggregate consideration are yet to be determined and subject to certain customary adjustments.

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