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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 September 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 October 28, 2025, the number of shares of the registrant’s common stock outstanding was approximately 70.6 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 nine months ended September 30, 2025 and September 30, 20241
Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2025 and September 30, 20242
Consolidated Balance Sheets as of September 30, 2025 and December 31, 20243
Consolidated Statements of Cash Flow for the nine months ended September 30, 2025 and September 30, 20244
Consolidated Statements of Equity for the three and nine months ended September 30, 2025 and September 30, 20245
Notes to Condensed Consolidated Financial Statements7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations23
Item 3.Quantitative and Qualitative Disclosures about Market Risk39
Item 4.Controls and Procedures39
PART II. OTHER INFORMATION
Item 1.Legal Proceedings40
Item 1A.Risk Factors40
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds40
Item 3.Defaults Upon Senior Securities40
Item 4.Mine Safety Disclosures41
Item 5.Other Information41
Item 6.Exhibits42
Signature43

i

DAVITA INC.

CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

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

Three months ended September 30,Nine months ended September 30,
2025202420252024
Dialysis patient service revenues$3,298,090$3,138,561$9,607,954$9,141,195
Other revenues122,137125,029415,328379,672
Total revenues3,420,2273,263,59010,023,2829,520,867
Operating expenses:
Patient care costs2,332,7592,151,8756,833,9596,373,150
General and administrative414,373393,5341,201,2681,123,859
Depreciation and amortization177,490187,014528,645549,758
Equity investment income, net(10,162)(3,711)(23,135)(15,874)
Gain on changes in ownership interests———(35,147)
Total operating expenses2,914,4602,728,7128,540,7377,995,746
Operating income505,767534,8781,482,5451,525,121
Debt expense(150,557)(134,583)(431,674)(331,748)
Debt extinguishment and modification costs(5,150)(10,081)(5,150)(19,813)
Other loss, net(41,257)(16,780)(81,657)(56,900)
Income before income taxes308,803373,434964,0641,116,660
Income tax expense68,55477,674216,379215,168
Net income240,249295,760747,685901,492
Less: Net income attributable to noncontrolling interests(89,917)(81,072)(235,099)(224,479)
Net income attributable to DaVita Inc.$150,332$214,688$512,586$677,013
Earnings per share attributable to DaVita Inc.:
Basic net income$2.09$2.56$6.77$7.86
Diluted net income$2.04$2.50$6.62$7.66
Weighted average shares for earnings per share:
Basic shares72,07583,72175,76886,123
Diluted shares73,76985,79577,44288,422

See notes to condensed consolidated financial statements.

DAVITA INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

(dollars in thousands)

Three months ended September 30,Nine months ended September 30,
2025202420252024
Net income$240,249$295,760$747,685$901,492
Other comprehensive income (loss), net of tax:
Unrealized (losses) gains on interest rate cap agreements:
Unrealized losses(4,418)(21,576)(19,358)(2,340)
Reclassifications of net realized losses (gains) into net income1,427(1,870)4,468(45,539)
Unrealized gains (losses) on foreign currency translation24,66956,202209,526(62,371)
Other comprehensive income (loss)21,67832,756194,636(110,250)
Total comprehensive income261,927328,516942,321791,242
Less: Comprehensive income attributable to noncontrolling interests(89,917)(81,072)(235,099)(224,479)
Comprehensive income attributable to DaVita Inc.$172,010$247,444$707,222$566,763

See notes to condensed consolidated financial statements.

DAVITA INC.

CONSOLIDATED BALANCE SHEETS

(unaudited)

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

September 30, 2025December 31, 2024
ASSETS
Cash and cash equivalents$705,960$794,933
Restricted cash and equivalents89,45484,892
Short-term investments30,52451,064
Accounts receivable2,333,3192,146,975
Inventories139,092134,559
Other receivables521,863383,166
Prepaid and other current assets160,968122,948
Income tax receivable130,64627,535
Total current assets4,111,8263,746,072
Property and equipment, net of accumulated depreciation of $6,653,987 and $6,262,703, respectively2,853,3432,940,916
Operating lease right-of-use assets2,323,1232,393,558
Intangible assets, net of accumulated amortization of $34,444 and $32,408, respectively219,673197,431
Equity method and other investments259,436336,684
Long-term investments40,13433,660
Other long-term assets204,479261,731
Goodwill7,543,8787,375,216
$17,555,892$17,285,268
LIABILITIES AND EQUITY
Accounts payable$655,598$547,200
Other liabilities933,985934,145
Accrued compensation and benefits851,852800,484
Current portion of operating lease liabilities432,015410,411
Current portion of long-term debt62,921270,867
Income tax payable26,41010,303
Due to related party54,347—
Total current liabilities3,017,1282,973,410
Long-term operating lease liabilities2,099,5312,209,655
Long-term debt10,183,8639,175,903
Other long-term liabilities172,195169,588
Deferred income taxes742,453665,361
Total liabilities16,215,17015,193,917
Commitments and contingencies
Noncontrolling interests subject to put provisions1,644,9541,695,483
Equity:
Preferred stock ($0.001 par value, 5,000 shares authorized; none issued)——
Common stock ($0.001 par value, 450,000 shares authorized; 90,811 and 70,977 shares issued and outstanding at September 30, 2025, respectively, and 90,369 and 80,536 shares issued and outstanding at December 31, 2024, respectively)9190
Additional paid-in capital401,785286,270
Retained earnings2,047,2161,534,630
Treasury stock (19,834 and 9,833 shares, respectively)(2,904,806)(1,389,072)
Accumulated other comprehensive loss(116,160)(310,796)
Total DaVita Inc. shareholders' equity (deficit)(571,874)121,122
Noncontrolling interests not subject to put provisions267,642274,746
Total equity (deficit)(304,232)395,868
$17,555,892$17,285,268

See notes to condensed consolidated financial statements.

DAVITA INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

(dollars in thousands)

Nine months ended September 30,
20252024
Cash flows from operating activities:
Net income$747,685$901,492
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization528,645549,758
Loss on extinguishment of debt4,25312,527
Stock-based compensation expense101,55975,392
Deferred income taxes68,989(53,713)
Equity investment loss, net91,53291,100
Gain on changes in ownership interests—(35,147)
Other non-cash losses11,52224,159
Changes in operating assets and liabilities, net of effect of acquisitions and divestitures:
Accounts receivable(144,688)(175,643)
Inventories91320,495
Other current assets(153,428)72,477
Other long-term assets(21)(12,858)
Accounts payable97,879(43,414)
Accrued compensation and benefits19,27927,314
Other current liabilities16,46235,646
Income taxes(30,635)(7,528)
Other long-term liabilities(14,172)(7,646)
Net cash provided by operating activities1,345,7741,474,411
Cash flows from investing activities:
Additions of property and equipment(430,434)(384,786)
Acquisitions(118,337)(161,210)
Proceeds from asset and business sales32,33717,937
Purchase of debt investments held-to-maturity(15,842)(15,319)
Purchase of other debt and equity investments(3,352)(8,784)
Proceeds from debt investments held-to-maturity38,05122,092
Proceeds from sale of other debt and equity investments6,7064,558
Purchase of equity method investments(2,466)(4,497)
Distributions from equity method investments1,5146,554
Net cash used in investing activities(491,823)(523,455)
Cash flows from financing activities:
Borrowings4,672,1706,623,634
Payments on long-term debt(3,880,721)(5,437,907)
Deferred and debt related financing costs(26,416)(46,011)
Purchase of treasury stock from related party(430,286)—
Other purchases of treasury stock(1,033,887)(1,020,550)
Distributions to noncontrolling interests(232,721)(229,236)
Net proceeds from issuance of common stock under employee stock plans17,58315,204
Payment of tax withholdings on net share settlements of equity awards(33,764)(127,700)
Contributions from noncontrolling interests3,99910,623
Proceeds from sales of additional noncontrolling interests169860
Purchases of noncontrolling interests(16,385)(40,751)
Net cash used in financing activities(960,259)(251,834)
Effect of exchange rate changes on cash, cash equivalents and restricted cash21,897(5,112)
Net (decrease) increase in cash, cash equivalents and restricted cash(84,411)694,010
Cash, cash equivalents and restricted cash at beginning of the year879,825464,634
Cash, cash equivalents and restricted cash at end of the period$795,414$1,158,644

See notes to condensed consolidated financial statements.

DAVITA INC.

CONSOLIDATED STATEMENTS OF EQUITY

(unaudited)

(dollars and shares in thousands)

Three months ended September 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 June 30, 2025$1,660,99090,777$91$356,884$1,896,884(16,560)$(2,485,654)$(137,838)$(369,633)$261,666
Comprehensive income:
Net income57,407150,332150,33232,510
Other comprehensive income21,67821,678
Stock award plan34(3,288)(3,288)
Stock-settled stock-based compensation expense38,72138,721
Changes in noncontrolling interest from:
Distributions(54,367)(27,267)
Contributions688733
Partial purchases(7,586)(2,710)(2,710)
Fair value remeasurements(12,178)12,17812,178
Purchase of treasury stock(3,274)(465,141)(465,141)
Share purchase obligation45,98945,989
Balance at September 30, 2025$1,644,95490,811$91$401,785$2,047,216(19,834)$(2,904,806)$(116,160)$(571,874)$267,642
Nine months ended September 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 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 income157,031512,586512,58678,068
Other comprehensive income194,636194,636
Stock award plan4421(33,765)(33,764)
Stock-settled stock-based compensation expense100,575100,575
Changes in noncontrolling interest from:
Distributions(150,954)(81,767)
Contributions3,048951
Acquisitions and divestitures4,545(15)(15)(4,356)
Partial purchases(13,451)(2,028)(2,028)
Fair value remeasurements(50,748)50,74850,748
Purchase of treasury stock(10,001)(1,461,387)(1,461,387)
Share purchase obligation(54,347)(54,347)
Balance at September 30, 2025$1,644,95490,811$91$401,785$2,047,216(19,834)$(2,904,806)$(116,160)$(571,874)$267,642
Three months ended September 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 June 30, 2024$1,574,84089,855$90$383,235$1,060,613(4,774)$(615,948)$(195,090)$632,900$217,116
Comprehensive income:
Net income56,417214,688214,68824,655
Other comprehensive Income32,75632,756
Stock award plan277(34,002)(34,002)
Stock-settled stock-based compensation expense25,35925,359
Changes in noncontrolling interest from:
Distributions(79,621)(42,405)
Contributions2,420582
Fair value remeasurements78,955(78,955)(78,955)
Purchase of treasury stock(2,734)(406,031)(406,031)
Balance at September 30, 2024$1,633,01190,132$90$295,637$1,275,301(7,508)$(1,021,979)$(162,334)$386,715$199,948
Nine months ended September 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 income158,475677,013677,01366,004
Other comprehensive loss(110,250)(110,250)
Stock award plan1,3081(127,701)(127,700)
Stock-settled stock-based compensation expense72,12272,122
Changes in noncontrolling interest from:
Distributions(152,702)(76,534)
Contributions8,5482,075
Acquisitions and divestitures49149120,438
Partial purchases(36,499)(3,178)(3,178)
Fair value remeasurements155,901(155,901)(155,901)
Purchase of treasury stock(7,508)(1,021,979)(1,021,979)
Balance at September 30, 2024$1,633,01190,132$90$295,637$1,275,301(7,508)$(1,021,979)$(162,334)$386,715$199,948

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 September 30, 2025Three months ended September 30, 2024
U.S. dialysisOther — Ancillary servicesConsolidatedU.S. dialysisOther — Ancillary servicesConsolidated
Dialysis patient service revenues:
Medicare and Medicare Advantage$1,715,224$$1,715,224$1,641,645$$1,641,645
Medicaid and Managed Medicaid214,658214,658216,664216,664
Other government86,996237,627324,62386,680196,257282,937
Commercial956,88798,6301,055,517954,80758,6481,013,455
Other revenues:
Medicare and Medicare Advantage85,87785,877104,217104,217
Medicaid and Managed Medicaid——(25)(25)
Commercial3,7623,7623,7353,735
Other**(1)**6,27528,99435,2696,20413,49619,700
Eliminations of intersegment revenues(11,932)(2,771)(14,703)(16,140)(2,598)(18,738)
Total$2,968,108$452,119$3,420,227$2,889,860$373,730$3,263,590

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

Nine months ended September 30, 2025Nine months ended September 30, 2024
U.S. dialysisOther — Ancillary servicesConsolidatedU.S. dialysisOther — Ancillary servicesConsolidated
Dialysis patient service revenues:
Medicare and Medicare Advantage$4,983,850$$4,983,850$4,760,340$$4,760,340
Medicaid and Managed Medicaid638,865638,865641,738641,738
Other government246,846672,928919,774249,605518,565768,170
Commercial2,828,790277,0573,105,8472,833,263191,2123,024,475
Other revenues:
Medicare and Medicare Advantage324,981324,981304,760304,760
Medicaid and Managed Medicaid22816816
Commercial14,78614,78620,87520,875
Other**(1)**18,24865,64783,89518,22444,16562,389
Eliminations of intersegment revenues(40,382)(8,336)(48,718)(53,528)(9,168)(62,696)
Total$8,676,217$1,347,065$10,023,282$8,449,642$1,071,225$9,520,867

(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 $103,741 and $58,403 during the nine months ended September 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.

Customer contract assets. Customer contract assets include IKC risk-based revenues accrued for performance periods not completed or for which consideration earned has not yet been finally determined as well as Medicare bad debt claims. The

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

carrying value of customer contract assets, which are included in other receivables on the Company’s consolidated balance sheet, was $302,177 and $251,071 as of September 30, 2025 and December 31, 2024, respectively.

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 September 30,Nine months ended September 30,
2025202420252024
Net income attributable to DaVita Inc.$150,332$214,688$512,586$677,013
Weighted average shares outstanding:
Basic shares72,07583,72175,76886,123
Assumed incremental from stock plans1,6942,0741,6742,299
Diluted shares73,76985,79577,44288,422
Basic net income per share attributable to DaVita Inc.$2.09$2.56$6.77$7.86
Diluted net income per share attributable to DaVita Inc.$2.04$2.50$6.62$7.66
Anti-dilutive stock-settled awards excluded from calculation(1)9811184135

(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:

September 30, 2025December 31, 2024
Debt securitiesEquity securitiesTotalDebt securitiesEquity securitiesTotal
Certificates of deposit, bonds and other$30,836$—$30,836$44,158$—$44,158
Investments in mutual funds and common stocks—39,82239,822—40,56640,566
$30,836$39,822$70,658$44,158$40,566$84,724
Short-term investments$26,324$4,200$30,524$44,158$6,906$51,064
Long-term investments4,51235,62240,134—33,66033,660
$30,836$39,822$70,658$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 September 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
Acquisitions5,38463,37968,763
Foreign currency and other adjustments—99,89999,899
Balance at September 30, 2025$6,522,604$1,021,274$7,543,878
Balance at September 30, 2025:
Goodwill$6,522,604$1,177,868$7,700,472
Accumulated impairment charges—(156,594)(156,594)
$6,522,604$1,021,274$7,543,878

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

The Company performed various annual impairment assessments during the nine months ended September 30, 2025, with no impairment indicated. None of the Company's various reporting units were considered at risk of significant goodwill impairment as of September 30, 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 September 30, 2025
September 30, 2025December 31, 2024Maturity dateInterest rateEstimated fair value**(1)**
Senior Secured Credit Facilities:
Term Loan A-1(2)$1,949,840$2,259,2954/28/2028Base + 1.75%$1,947,402
Term Loan B-1(3)—1,636,1505/9/2031$—
Term Loan B-21,873,254—5/9/2031SOFR + 1.75%$1,877,937
Revolving line of credit(2)——4/28/2028Base + 1.75%$—
Senior Notes:
4.625% Senior Notes2,750,0002,750,0006/1/20304.625%$2,629,688
3.75% Senior Notes1,500,0001,500,0002/15/20313.75%$1,376,250
6.875% Senior Notes1,000,0001,000,0009/1/20326.875%$1,033,750
6.75% Senior Notes1,000,000—7/15/20336.75%$1,031,250
Acquisition obligations and other notes payable(4)43,08856,4832025-20385.01%$43,088
Financing lease obligations(5)193,383216,4012026-20394.47%
CHC temporary funding assistance—92,777$—
Total debt principal outstanding10,309,5659,511,106
Discount, premium and deferred financing costs(6)(62,781)(64,336)
10,246,7849,446,770
Less current portion(62,921)(270,867)
$10,183,863$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 the secured overnight financing rate that is published by CME Group Benchmark Administration Limited (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)At June 30, 2025, the interest rate on the Company's then-existing Term Loan B-1 was Term SOFR plus an interest rate margin of 2.00%.

(4)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 September 30, 2025.

(5)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.

(6)As of September 30, 2025, the carrying amount of the Company's senior secured credit facilities has been reduced by a discount of $5,491 and deferred financing costs of $21,564, and the carrying amount of the Company's senior notes has been reduced by deferred financing costs of $44,547 and increased by a debt premium of $8,821. 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.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

Scheduled maturities of long-term debt at September 30, 2025 were as follows:

2025 (remainder of the year)$18,224
2026$58,588
2027$134,486
2028$1,932,075
2029$41,507
2030$2,785,834
Thereafter$5,338,851

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 September 30, 2025, the Company incurred $12,141 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.

On July 17, 2025 (Seventh Amendment Effective Date), the Company entered into the Seventh Amendment (the Seventh Amendment) to its senior secured credit agreement dated as of August 12, 2019 (as amended, restated, supplemented or otherwise modified from time to time, the Credit Agreement). The Seventh Amendment modified the Credit Agreement to, among other things, refinance the Company's 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 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.

The Term Loan B-2 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 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 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 that began 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.

As a result of the Seventh Amendment transaction described above, the Company recognized debt extinguishment and modification costs of $5,150 in the third quarter of 2025 composed partially of fees incurred for this transaction and partially of deferred financing costs and original issue discount written off for the extinguishment of Term Loan B-1 and partial repayment of Term Loan A-1. For the portion of the debt that was considered extinguished and reborrowed, the Company recognized constructive financing cash outflows and financing cash inflows on the statement of cash flows of $57,090 and $306,246 for the

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

Term Loan B-2, respectively, and constructive financing cash outflows of $250,000 for the prepayment of a portion of Term Loan A-1, even though no funds were actually paid or received. Another $314,790 of the debt considered extinguished related to the Term Loan B-2 represented a non-cash financing activity.

In addition to the prepayments described above, during the first nine months of 2025, the Company made regularly scheduled principal payments under its senior secured credit facilities totaling $59,455 on Term Loan A-1, $8,201 on Term Loan B-1 and $4,695 on Term Loan B-2.

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 September 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-2 and a portion of Term Loan A-1. The remaining $323,094 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 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 September 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.

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 interest rate cap agreements, which are classified in other long-term assets on its consolidated balance sheet, was $8,073 and $30,062 as of September 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 nine months ended September 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 third quarter of 2025 was 6.51%, based on the current margins in effect for its senior secured credit facilities as of September 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 nine months ended September 30, 2025 was 5.70% and 5.67%, respectively, and as of September 30, 2025 was 5.70%.

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

As of September 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 September 30, 2025. The Company also had letters of credit of approximately $175,104 outstanding under a separate bilateral secured letter of credit facility as of September 30, 2025.

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 September 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

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

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.


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. On September 15, 2025, the plaintiffs filed a motion to certify the class. The

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

Company disputes the allegations in the class action complaint and the motion to certify the class, 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 $8,561.

8. Shareholders' equity

Stock-based compensation

During the nine months ended September 30, 2025, the Company granted 793 stock-settled restricted and performance stock units with an aggregate grant-date fair value of $114,380. Additionally, the Company granted 96 stock-settled stock appreciation rights with an aggregate grant-date fair value of $4,960.

As of September 30, 2025, the Company had $156,908 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 nine months ended September 30, 2025:

Three months ended September 30, 2025Nine months ended September 30, 2025
Shares repurchasedAmount paid**(1)**Average amount**(2)**Shares repurchasedAmount paid**(1)**Average amount**(2)**
Open market repurchases1,638$232,816$140.737,016$1,026,798$144.96
Berkshire repurchases1,636232,325140.612,985434,589144.15
3,274$465,141$140.6710,001$1,461,387$144.72

(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.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

As of September 5, 2024, the Company's board of directors (the Board) authorized a share repurchase plan of $2,000,000. Effective August 21, 2025, the Board increased the authorization under the existing share repurchase plan by $2,000,000 in additional repurchasing authority. These authorizations allow 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.

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 September 30, 2025 to purchase shares from Berkshire for $54,347 in the aggregate, recorded as a payable and classified as Due to related party on the Company's consolidated balance sheet. On October 27, 2025, the Company settled the Berkshire repurchase obligation in total for 402 shares of common stock for $54,347, at an average price paid of $135.36 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.

As of October 28, 2025, the Company has a total of $2,432,597, excluding excise taxes, available under current authorizations for additional share repurchases. Although these share repurchase authorizations do not have an expiration date, the Company remains subject to share repurchase limitations, including under the terms of its senior secured credit facilities.

9. Accumulated other comprehensive loss

Three months ended September 30, 2025Nine months ended September 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$46$(20,456)$(117,428)$(137,838)$46$(8,557)$(302,285)$(310,796)
Unrealized (losses) gains—(5,886)24,66918,783—(25,792)209,526183,734
Related income tax—1,468—1,468—6,434—6,434
—(4,418)24,66920,251—(19,358)209,526190,168
Reclassification into net income—1,901—1,901—5,953—5,953
Related income tax—(474)—(474)—(1,485)—(1,485)
—1,427—1,427—4,468—4,468
Ending balance$46$(23,447)$(92,759)$(116,160)$46$(23,447)$(92,759)$(116,160)
Three months ended September 30, 2024Nine months ended September 30, 2024
Interest rate cap agreementsForeign currency translation adjustmentsAccumulated other comprehensive lossInterest rate cap agreementsForeign currency translation adjustmentsAccumulated other comprehensive loss
Beginning balance$3,420$(198,510)$(195,090)$27,853$(79,937)$(52,084)
Unrealized (losses) gains(28,748)56,20227,454(3,116)(62,371)(65,487)
Related income tax7,172—7,172776—776
(21,576)56,20234,626(2,340)(62,371)(64,711)
Reclassification into net income(2,493)—(2,493)(60,679)—(60,679)
Related income tax623—62315,140—15,140
(1,870)—(1,870)(45,539)—(45,539)
Ending balance$(20,026)$(142,308)$(162,334)$(20,026)$(142,308)$(162,334)

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.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

10. Acquisitions

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 $94,282. During the nine months ended September 30, 2025, the Company also acquired other dialysis and related businesses for consideration paid in cash.

Aggregate consideration for all acquisitions during the nine months ended September 30, 2025 are as follows:

Nine months ended September 30, 2025
Cash paid$120,225
Contingent purchase price adjustments and liabilities assumed(12,210)
Aggregate consideration$108,015
Number of dialysis centers acquired — U.S.2
Number of dialysis centers acquired — International59

The assets and liabilities for these acquisitions were recorded at their estimated fair values at the dates of the acquisitions and are included in the Company’s consolidated financial statements, as are their operating results, from the designated effective dates of the acquisitions.

The initial purchase price allocations for these acquisitions have been recorded at estimated fair values based on information that was available to management and will be finalized when certain information arranged to be obtained is received. In particular, certain income tax amounts are pending final evaluation and quantification of any pre-acquisition tax contingencies. In addition, valuation of intangibles, contingent earn-outs, property and equipment, leases, and certain other working capital items relating to these acquisitions are pending final quantification.

The following table summarizes the assets acquired and liabilities assumed in these transactions and recognized at their acquisition dates at estimated fair values, as well as the estimated fair value of noncontrolling interests assumed in these transactions:

Nine months ended September 30, 2025
Cash$1,888
Other current assets20,398
Property and equipment17,983
Right-of-use lease assets and other long-term assets35,943
Indefinite-lived licenses6,226
Goodwill68,763
Liabilities assumed(43,003)
Noncontrolling interests assumed(183)
$108,015

The amount of goodwill related to these acquisitions recognized or adjusted during the nine months ended September 30, 2025 that is deductible for local tax purposes was $7,439.

11. Variable interest entities (VIEs)

At September 30, 2025, these condensed consolidated financial statements include total assets of VIEs of $565,428 and total liabilities and noncontrolling interests of VIEs to third parties of $236,449. 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.

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

12. 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 September 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$39,822$39,822
Interest rate cap agreements$8,073$8,073
Liabilities
Contingent earn-out obligations for acquisitions$9,548$9,548
Temporary equity
Noncontrolling interests subject to put provisions$1,644,954$1,644,954

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 September 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 $20,978 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 September 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

DAVITA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—(continued)

(unaudited)

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

obligations. For a reconciliation of changes in noncontrolling interests subject to put provisions for the three and nine months ended September 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.

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 September 30, 2025 at their approximate fair values due to the short-term nature of their settlements.

13. 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 September 30,Nine months ended September 30,
2025202420252024
Segment revenues:
U.S. dialysis
Patient service revenues:
External sources$2,961,833$2,883,656$8,657,969$8,431,418
Intersegment revenues11,93216,14040,38253,528
U.S. dialysis patient service revenues2,973,7652,899,7968,698,3518,484,946
Other revenues
External sources6,2756,20418,24818,224
Total U.S. dialysis revenues2,980,0402,906,0008,716,5998,503,170
Other—Ancillary services
Patient service revenues336,257254,905949,985709,777
Other external sources115,862118,825397,080361,448
Intersegment revenues2,7712,5988,3369,168
Total ancillary services454,890376,3281,355,4011,080,393
Total net segment revenues3,434,9303,282,32810,072,0009,583,563
Elimination of intersegment revenues(14,703)(18,738)(48,718)(62,696)
Consolidated revenues$3,420,227$3,263,590$10,023,282$9,520,867
Significant segment expenses:
U.S. dialysis
Patient care costs$1,981,180$1,892,552$5,823,070$5,571,672
General and administrative322,355301,424917,124857,781
Depreciation and amortization156,242170,543469,923503,805
Other segment items(1)(9,850)(7,995)(22,247)(55,487)
U.S. dialysis segment expenses2,449,9272,356,5247,187,8706,877,771
Other - Ancillary services expenses(2)453,671362,4221,300,2761,096,581
Segment operating margin:
U.S. dialysis530,113549,4761,528,7291,625,399
Other—Ancillary services1,21913,90655,125(16,188)
Total segment operating margin531,332563,3821,583,8541,609,211
Reconciliation of segment operating income to consolidated income before income taxes:
Corporate administrative support(25,565)(28,504)(101,309)(84,090)
Consolidated operating income505,767534,8781,482,5451,525,121
Debt expense(150,557)(134,583)(431,674)(331,748)
Debt extinguishment and modification costs(5,150)(10,081)(5,150)(19,813)
Other loss, net(41,257)(16,780)(81,657)(56,900)
Income from continuing operations before income taxes$308,803$373,434$964,064$1,116,660

(1)Other segment items for the Company's U.S. dialysis segment include equity income from nonconsolidated joint ventures for all periods presented and a gain on changes in ownership interests for the nine months ended September 30, 2024.

(2)Includes depreciation and amortization of $21,249 and $16,471 for the three months ended September 30, 2025 and 2024, respectively, and $58,723 and $45,953 for the nine months ended September 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:

Nine months ended September 30,
20252024
U.S. dialysis$349,646$331,031
Other—Ancillary services80,78853,755
$430,434$384,786

14. 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.

In September 2025, the Financial Accounting Standards Board issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use software (Subtopic 350-40), which requires capitalization of software costs when management has authorized and committed to funding a software project and it is probable that the project will be completed and used as intended. The amendments in this ASU are effective for fiscal years beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. The amendments in the 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.

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