10-Q Filing Q2 2026

TrueBlue, Inc.

Table of Contents

						Page
PART I. FINANCIAL INFORMATION
Item 1.			Consolidated financial statements (unaudited)			3
			Consolidated Balance Sheets			3
			Consolidated Statements of Operations and Comprehensive Income (Loss)			4
			Consolidated Statements of Cash Flows			5
			Notes to consolidated financial statements			6
Item 2.			Management's discussion and analysis of financial condition and results of operations			22
Item 3.			Quantitative and qualitative disclosures about market risk			33
Item 4.			Controls and procedures			34
PART II. OTHER INFORMATION
Item 1.			Legal proceedings			35
Item 1A.			Risk factors			35
Item 2.			Unregistered sales of equity securities and use of proceeds			36
Item 3.			Defaults upon senior securities			36
Item 4.			Mine safety disclosures			36
Item 5.			Other information			36
Item 6.			Index to exhibits			37
			Signatures			38

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PART I. FINANCIAL INFORMATION

Item 1.			CONSOLIDATED FINANCIAL STATEMENTS

TRUEBLUE, INC.

CONSOLIDATED BALANCE SHEETS

(unaudited)

(in thousands, except par value and share count data)			June 28, 2026			December 28, 2025
ASSETS
Current assets:
Cash and cash equivalents			$	23,253		$	24,510
Accounts receivable, net of allowance of $1,142 and $2,190, respectively			267,770			241,233
Prepaid expenses and other current assets			26,186			30,987
Income tax receivable			1,146			879
Total current assets			318,355			297,609
Property and equipment, net			66,393			73,117
Restricted cash, cash equivalents and investments			118,818			136,588
Deferred income taxes, net			1,233			1,338
Goodwill			38,930			42,496
Intangible assets, net			16,779			18,095
Operating lease right-of-use assets, net			32,689			34,045
Workers' compensation claims receivable, net			20,157			25,659
Other assets, net			9,610			9,720
Total assets			$	622,964		$	638,667
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable and other accrued expenses			$	31,693		$	36,111
Accrued wages and benefits			69,135			61,736
Income tax payable			743			1,038
Current portion of workers' compensation claims reserve			23,114			24,193
Current operating lease liabilities			11,342			11,206
Other current liabilities			3,334			4,249
Total current liabilities			139,361			138,533
Workers' compensation claims reserve, less current portion			62,859			72,551
Long-term debt			82,400			65,800
Long-term deferred compensation liabilities			38,269			39,531
Long-term operating lease liabilities			44,698			46,796
Other long-term liabilities			711			899
Total liabilities			368,298			364,110
Commitments and contingencies (Note 9)
Shareholders' equity:
Preferred stock, $0.131 par value, 20,000,000 shares authorized; No shares issued and outstanding			-			-
Common stock, no par value, 100,000,000 shares authorized; 30,443,860 and 29,986,762 shares issued and outstanding			1			1
Accumulated other comprehensive loss			(21,795)			(21,647)
Retained earnings			276,460			296,203
Total shareholders' equity			254,666			274,557
Total liabilities and shareholders' equity			$	622,964		$	638,667

See accompanying notes to consolidated financial statements

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TRUEBLUE, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(unaudited)

			Thirteen weeks ended									Twenty-six weeks ended
(in thousands, except per share data)			June 28, 2026			June 29, 2025						June 28, 2026			June 29, 2025
Revenue from services			$	443,001		$	396,299					$	841,567		$	766,553
Cost of services			351,419			302,735						670,966			586,647
Gross profit			91,582			93,564						170,601			179,906
Selling, general and administrative expense			83,831			89,798						171,130			184,419
Depreciation and amortization (exclusive of depreciation included in cost of services)			5,887			6,507						11,798			12,351
Loss on assets held-for-sale			3,026			-						3,026			-
Goodwill and intangible asset impairment charge			-			200						3,656			200
Loss from operations			(1,162)			(2,941)						(19,009)			(17,064)
Interest and other income (expense), net			(1,320)			2,903						(2,692)			3,096
Loss before tax expense			(2,482)			(38)						(21,701)			(13,968)
Income tax expense			887			122						1,463			540
Net loss			$	(3,369)		$	(160)					$	(23,164)		$	(14,508)
Net loss per common share:
Basic			$	(0.11)		$	(0.01)					$	(0.76)		$	(0.49)
Diluted			$	(0.11)		$	(0.01)					$	(0.76)		$	(0.49)
Weighted average shares outstanding:
Basic			30,414			29,856						30,280			29,777
Diluted			30,414			29,856						30,280			29,777
Other comprehensive income (loss):
Foreign currency translation adjustment			$	(109)		$	635					$	(148)		$	606
Comprehensive income (loss)			$	(3,478)		$	475					$	(23,312)		$	(13,902)

See accompanying notes to consolidated financial statements

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TRUEBLUE, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

			Twenty-six weeks ended
(in thousands)			June 28, 2026			June 29, 2025
Cash flows from operating activities:
Net loss			$	(23,164)		$	(14,508)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization (inclusive of depreciation included in cost of services)			13,680			14,312
Non-cash loss on assets held-for-sale			3,026			-
Goodwill and intangible asset impairment charge			3,656			200
Provision for credit losses			376			435
Stock-based compensation			3,846			4,421
Deferred income taxes			209			(113)
Non-cash lease expense			5,244			5,524
Other operating activities			(3,130)			(1,438)
Changes in operating assets and liabilities:
Accounts receivable			(26,913)			2,260
Income taxes receivable and payable			(582)			279
Other assets			8,857			8,592
Accounts payable and other accrued expenses			(3,806)			(10,199)
Accrued wages and benefits			7,399			(10,808)
Workers' compensation claims reserve			(10,771)			(30,340)
Operating lease liabilities			(5,824)			(5,688)
Other liabilities			(2,460)			3,162
Net cash used in operating activities			(30,357)			(33,909)
Cash flows from investing activities:
Capital expenditures			(6,203)			(8,936)
Acquisition of business, net of cash acquired			-			(30,140)
Purchases of restricted held-to-maturity investments			(7,718)			-
Sales and maturities of restricted held-to-maturity investments			24,001			19,285
Other			4			-
Net cash provided by (used in) investing activities			10,084			(19,791)
Cash flows from financing activities:
Net proceeds from employee stock purchase plans			207			256
Common stock repurchases for taxes upon vesting of restricted stock			(633)			(942)
Net change in revolving credit facility			16,600			46,200
Other			(498)			(396)
Net cash provided by financing activities			15,676			45,118
Effect of exchange rate changes on cash, cash equivalents and restricted cash and cash equivalents			(443)			(70)
Net change in cash, cash equivalents and restricted cash and cash equivalents			(5,040)			(8,652)
Cash, cash equivalents and restricted cash and cash equivalents, beginning of period			44,020			61,100
Cash, cash equivalents and restricted cash and cash equivalents, end of period			$	38,980		$	52,448
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest			$	2,824		$	1,548
Income taxes, net of refunds			$	1,631		$	571
Operating lease liabilities			$	7,266		$	7,280
Non-cash transactions:
Property and equipment purchased but not yet paid			$	243		$	875
Right-of-use assets obtained in exchange for new operating lease liabilities			$	4,137		$	2,856

See accompanying notes to consolidated financial statements

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Financial statement preparation

The accompanying unaudited consolidated financial statements ("financial statements") of TrueBlue, Inc. (the "Company," "TrueBlue," "we," "us," and "our") are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") and rules and regulations of the Securities and Exchange Commission ("SEC") for interim financial information. Accordingly, certain information and footnote disclosures usually found in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The financial statements reflect all adjustments which, in the opinion of management, are necessary to fairly state the financial statements for the interim periods presented. We follow the same accounting policies for preparing both quarterly and annual financial statements.

The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. The results of operations for the twenty-six weeks ended June 28, 2026 are not necessarily indicative of the results expected for the full fiscal year nor for any other fiscal period.

These financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended December 28, 2025.

Assets held-for-sale

We classify assets and liabilities as held-for-sale when management concludes that all relevant criteria have been met in accordance with U.S. GAAP. Assets held-for-sale are measured at the lower of their carrying value or fair value less costs to sell and are no longer depreciated or amortized. The carrying amounts of assets held-for-sale are adjusted each reporting period for subsequent changes in fair value less costs to sell, with losses recognized for any subsequent write-down to fair value less costs to sell, and gains recognized for any subsequent increase in fair value less costs to sell, but not in excess of the cumulative loss previously recognized.

Goodwill and indefinite-lived intangible assets

We evaluate goodwill and indefinite-lived intangible assets for impairment on an annual basis as of the first day of our fiscal second quarter, or whenever events or circumstances make it more likely than not that an impairment may have occurred. These events or circumstances could include a significant change in general economic conditions, deterioration in industry environment, changes in cost factors, declining operating performance indicators, legal factors, competition, client engagement, changes in the carrying amount of net assets, a sale or disposition of a significant portion of a reporting unit, or a sustained decrease in stock price. We monitor the existence of potential impairment indicators throughout the fiscal year.

Goodwill

We test for goodwill impairment at the reporting unit level. We consider our reporting units to be our operating segments or one level below (the component level) based on our organizational structure. Our reporting units with remaining goodwill as of June 28, 2026 were Centerline, PeopleScout, and Healthcare Staffing Professionals ("HSP").

When evaluating goodwill for impairment, we may first assess qualitative factors to determine whether it is more likely than not the fair value of a reporting unit is less than its carrying amount. Qualitative factors include macroeconomic conditions, industry and market conditions, and overall Company financial performance. If, after assessing the totality of events and circumstances, we determine that it is more likely than not the fair value of the reporting unit is greater than its carrying amount, the quantitative impairment test is unnecessary.

The quantitative impairment test, if necessary, involves comparing the fair value of each reporting unit to its carrying value, including goodwill. Fair value reflects the price a market participant would be willing to pay in a potential sale of the reporting unit. If the fair value exceeds the carrying value, we conclude that no goodwill impairment has occurred. If the carrying value of the reporting unit exceeds its fair value, we recognize an impairment loss in an amount equal to the excess, not to exceed the carrying value of the goodwill. We consider a reporting unit's fair value to be substantially in excess of its carrying value at a 20% premium or greater.

Refer to Note 6: Goodwill and Intangible Assets for details on the results of the interim impairment test and impairment charge, annual impairment test, valuation methodologies, and inputs used in the fair value measurement.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Indefinite-lived intangible assets

We have indefinite-lived intangible assets for trademarks related to businesses within our PeopleManagement and PeopleSolutions segments. We evaluate our indefinite-lived intangible assets for impairment on an annual basis as of the first day of our fiscal second quarter, or whenever events or circumstances make it more likely than not that an impairment may have occurred. These events or circumstances could include significant changes in general economic conditions, deterioration in industry environment, changes in cost factors, declining operating performance indicators, legal factors, competition, client engagement, or a sale or disposition of a significant portion of the business. We monitor the existence of potential impairment indicators throughout the fiscal year.

When evaluating indefinite-lived intangible assets for impairment, we may first assess qualitative factors to determine whether it is more likely than not the fair value of the indefinite-lived intangible asset is less than its carrying amount. Qualitative factors include macroeconomic conditions, industry and market conditions and overall Company financial performance. If, after assessing the totality of events and circumstances, we determine that it is more likely than not the fair value of the indefinite-lived intangible asset is greater than its carrying amount, the quantitative impairment test is unnecessary.

The quantitative impairment test, if necessary, utilizes the relief from royalty method to determine the fair value of each of our trademarks. If the carrying value exceeds the fair value, we recognize an impairment loss in an amount equal to the excess, not to exceed the carrying value. Management uses considerable judgment to determine key assumptions, including forecasted future revenue, royalty rates and appropriate discount rates.

Refer to Note 6: Goodwill and Intangible Assets for additional details on the results of the interim impairment test and impairment charge, annual impairment test, valuation methodologies, and inputs used in the fair value measurements.

Recently adopted accounting standards

There were no new accounting standards adopted during the twenty-six weeks ended June 28, 2026 that had a material impact on our financial statements.

Recently issued accounting standards and disclosure rules not yet adopted

Disaggregation of income statement expenses

In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2024-03, "Income Statement (Subtopic 220-40): Disaggregation of Income Statement Expenses," and in January 2025, the FASB issued ASU 2025-01, "Income Statement (Subtopic 220-40): Clarifying the Effective Date." ASU 2024-03 requires disclosures about specific types of expenses included in the expense captions presented in the income statement as well as disclosure about selling expenses. ASU 2024-03, as clarified by ASU 2025-01, is effective for fiscal years beginning after December 15, 2026 (fiscal 2027 for TrueBlue) and interim periods beginning after December 15, 2027 (fiscal Q1 2028 for TrueBlue) on a prospective or retrospective basis. We are currently evaluating the impact of this ASU on our required disclosures.

Internal-use software

In September 2025, the FASB issued ASU 2025-06, "Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40) - Targeted Improvements to the Accounting for Internal-Use Software." This ASU eliminates references to project stages and instead requires an entity to start capitalizing software costs once both of the following criteria have been met: (1) management has authorized and committed to funding the software project, and (2) it is probable that the project will be completed and the software will be used for its intended function. This ASU is effective for fiscal years beginning after December 15, 2027 (fiscal 2028 for TrueBlue) and interim reporting periods within those annual reporting periods (fiscal Q1 2028 for TrueBlue). The guidance can be applied on a prospective basis, a modified basis for in-process projects or on a retrospective basis, and early adoption is permitted. We are currently evaluating the impact of this ASU; however, it is not anticipated to have a material impact on our consolidated financial statements.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Interim reporting

In December 2025, the FASB issued ASU 2025-11, "Interim Reporting (Topic 270) - Narrow-Scope Improvements." This ASU clarifies interim disclosure requirements, provides a comprehensive list of interim disclosure requirements within Topic 270, and introduces a disclosure principle to help entities determine which events since the end of the last annual reporting period are material for disclosure. This ASU does not change the fundamental nature of interim reporting or expand or reduce existing interim disclosure requirements. This ASU is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027 (fiscal Q1 2028 for TrueBlue). The guidance can be applied on a prospective basis, or a retrospective basis for all or any prior periods, and early adoption is permitted. We are currently evaluating the impact of this ASU; however, it is not anticipated to have a material impact on our consolidated financial statements.

Government assistance

In December 2025, the FASB issued ASU 2025-10, "Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities." This ASU provides authoritative guidance for the recognition, measurement and presentation of government grants received by a business entity. This ASU is effective for annual reporting periods beginning after December 15, 2028 (fiscal 2029 for TrueBlue) and interim periods within those annual periods (fiscal Q1 2029 for TrueBlue). The guidance can be applied on a modified prospective, modified retrospective, or retrospective basis; early adoption is permitted. We are currently evaluating the impact of this ASU on our consolidated financial statements and related disclosures.

NOTE 2: ACQUISITION

Effective January 31, 2025, we acquired all of the outstanding equity interests of Healthcare Staffing Professionals, Inc., a long-term staffing and permanent hiring solutions provider, primarily focused on healthcare positions in the U.S. This acquisition allows us to expand revenue in the healthcare end-market while also diversifying our business.

Under the terms of the share purchase agreement, the base purchase price of $42.0 million was adjusted for estimated unpaid pre-close liabilities of the selling shareholders, cash acquired and estimated excess working capital. The purchase price allocated to acquired assets and liabilities was cash consideration of $35.2 million. As part of the share purchase agreement, certain Healthcare Staffing Professionals, Inc. employees can earn up to an additional $14.0 million based on the financial performance of the business over the first two years after acquisition, which we have concluded would be treated as compensation expense. We have not recorded any contingent compensation expense associated with this acquisition, since we do not anticipate that this contingent compensation will be earned as of June 28, 2026. Any amounts probable of being paid out under the agreement would be expensed over the required service period. We incurred acquisition-related costs of $0.8 million for the twenty-six weeks ended June 29, 2025, which are included in selling, general and administrative ("SG&A") expense on the Consolidated Statements of Operations and Comprehensive Income (Loss).

The following table reflects our final allocation of the purchase price to the fair value of assets acquired and liabilities assumed:

(in thousands)			Purchase price allocation
Purchase price allocated as follows:
Cash and cash equivalents			$	5,042
Accounts receivable			13,877
Prepaid expenses, deposits and other current assets			216
Operating lease right-of-use assets			97
Intangible assets			14,950
Total assets acquired			34,182
Accounts payable and other accrued expenses			2,228
Accrued wages and benefits			10,369
Income tax payable			3,635
Operating lease liabilities			97
Total liabilities assumed			16,329
Net identifiable assets acquired			17,853
Goodwill (1)			17,338
Total cash consideration transferred			$	35,191

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

(1) Goodwill represents the expected synergies with our existing businesses, the acquired assembled workforce, potential new clients and future cash flows after the acquisition of Healthcare Staffing Professionals, Inc., and is deductible for income tax purposes. We performed an interim goodwill impairment test associated with our HSP reporting unit as of the last day of our fiscal first quarter of 2026, which resulted in an impairment charge of $3.7 million. Goodwill remaining for the HSP reporting unit as of June 28, 2026 is $13.7 million. Refer to Note 6: Goodwill and Intangible Assets for additional details.

Intangible assets include identifiable intangible assets for customer relationships and trade names/trademarks. We estimated the fair value of the acquired identifiable intangible assets, which are subject to straight line amortization, using an income approach. These fair value measurements were based on Level 3 inputs under the fair value hierarchy.

The following table sets forth the components of identifiable intangible assets acquired, including immaterial measurement period adjustments, as of January 31, 2025:

(in thousands, except percentages and estimated useful lives, in years)			Estimated fair value			Estimated useful life in years			Valuation method			Discount rate
Customer relationships			$	14,300		6			Multi-period excess earnings			17.0%
Trade names/trademarks			650			7			Relief from royalty			17.0%
Total acquired identifiable intangible assets			$	14,950

The acquired assets and assumed liabilities of Healthcare Staffing Professionals, Inc. are included on our Consolidated Balance Sheets as of June 28, 2026 and December 28, 2025, and the results of its operations are reported on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the twenty-six weeks ended June 28, 2026 and for the period from February 1, 2025 to June 29, 2025. The amount of revenue for Healthcare Staffing Professionals, Inc. included on our Consolidated Statements of Operations and Comprehensive Income (Loss) was $24.6 million and $27.7 million for the twenty-six weeks ended June 28, 2026 and June 29, 2025, respectively. The amount of income (loss) from operations for Healthcare Staffing Professionals, Inc. included on our Consolidated Statements of Operations and Comprehensive Income (Loss) was $(2.7) million and $0.6 million for the twenty-six weeks ended June 28, 2026 and June 29, 2025, respectively. Loss from operations includes a non-cash goodwill impairment charge of $3.7 million for the twenty-six weeks ended June 28, 2026. Refer to Note 6: Goodwill and Intangible Assets for additional details. Healthcare Staffing Professionals, Inc. results have been combined with our historical PeopleScout segment, which was renamed PeopleSolutions in fiscal 2025. We concluded the acquisition of Healthcare Staffing Professionals, Inc. was not material to our consolidated results of operations and, as such, pro forma financial information was not required.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 3: FAIR VALUE MEASUREMENT

Accounts receivable, accounts payable and other accrued expenses, accrued wages and benefits and related taxes approximate their fair values due to the short-term maturities of these assets and liabilities. Our long-term debt is related to a revolving credit agreement and its carrying value approximates fair value as the interest rates are variable and reflect current market rates.

Assets measured at fair value on a recurring basis

Our assets measured at fair value on a recurring basis consisted of the following:

			June 28, 2026
(in thousands)			Total fair value			Quoted prices in active markets for identical assets (level 1)			Significant other observable inputs (level 2)			Significant unobservable inputs (level 3)
Cash and cash equivalents			$	23,253		$	23,253		$	-		$	-
Restricted cash and cash equivalents			15,727			15,727			-			-
Cash, cash equivalents and restricted cash and cash equivalents (1)			$	38,980		$	38,980		$	-		$	-
Municipal debt securities			$	4,763		$	-		$	4,763		$	-
Corporate debt securities			33,737			-			33,737			-
Agency mortgage-backed securities			4,361			-			4,361			-
U.S. government and agency securities			11,698			-			11,698			-
Restricted investments classified as held-to-maturity (2)			$	54,559		$	-		$	54,559		$	-

			December 28, 2025
(in thousands)			Total fair value			Quoted prices in active markets for identical assets (level 1)			Significant other observable inputs (level 2)			Significant unobservable inputs (level 3)
Cash and cash equivalents			$	24,510		$	24,510		$	-		$	-
Restricted cash and cash equivalents			19,510			19,510			-			-
Cash, cash equivalents and restricted cash and cash equivalents (1)			$	44,020		$	44,020		$	-		$	-
Municipal debt securities			$	7,836		$	-		$	7,836		$	-
Corporate debt securities			50,334			-			50,334			-
Agency mortgage-backed securities			4,873			-			4,873			-
U.S. government and agency securities			7,973			-			7,973			-
Restricted investments classified as held-to-maturity (2)			$	71,016		$	-		$	71,016		$	-

(1)Cash, cash equivalents and restricted cash and cash equivalents include money market funds, deposits and investments with original maturities of three months or less.

(2)Refer to Note 4: Restricted Cash, Cash Equivalents and Investments for additional details on our held-to-maturity debt securities.

Assets measured at fair value on a nonrecurring basis

In addition to assets that are recorded at fair value on a recurring basis, assets held-for-sale, indefinite-lived intangible assets and our reporting units with remaining goodwill may be subject to nonrecurring fair value measurements.

Assets held-for-sale

As of June 28, 2026, all criteria for classifying our Tacoma headquarters office building and related assets (the "disposal group") as held-for-sale were met. The fair value of the disposal group was estimated using a market approach, based on the sales comparison approach, which reflects pricing observed in recent market transactions for similar office properties, adjusted for property-specific factors. Because certain inputs to this valuation are not observable in active markets, the measurement is classified within Level 3 of the fair value hierarchy. Refer to Note 5: Supplemental Balance Sheet Information for additional details on our assets held-for-sale.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Goodwill

We performed an interim goodwill impairment test on the HSP reporting unit as of the last day of our fiscal first quarter of 2026. The fair value of the HSP reporting unit was estimated using an equal weighting of the income and market approaches. The various inputs to the fair value model are considered Level 3. Refer to Note 6: Goodwill and Intangible Assets for additional details on the interim impairment test and impairment charge, annual impairment test, valuation methodologies, and inputs used in the fair value measurement.

NOTE 4: RESTRICTED CASH, CASH EQUIVALENTS AND INVESTMENTS

The following is a summary of the carrying value of our restricted cash, cash equivalents and investments:

(in thousands)			June 28, 2026			December 28, 2025
Cash collateral held by insurance carriers			$	7,663		$	7,681
Cash and cash equivalents held in Trust			7,331			11,424
Investments held in Trust			54,445			70,601
Company-owned life insurance policies			48,646			46,477
Other restricted cash and cash equivalents			733			405
Total restricted cash, cash equivalents and investments			$	118,818		$	136,588

Held-to-maturity

Restricted cash, cash equivalents and investments include collateral that has been provided or pledged to insurance carriers for workers' compensation and state workers' compensation programs. Our insurance carriers and certain state workers' compensation programs require us to collateralize a portion of our workers' compensation obligation. The collateral typically takes the form of cash and cash equivalents and highly rated investment grade securities, primarily in debt and asset-backed securities. The majority of our collateral obligations are held in a trust at the Bank of New York Mellon ("Trust").

The amortized cost and estimated fair value of each of our held-to-maturity investments held in Trust, aggregated by investment category as of June 28, 2026 and December 28, 2025, were as follows:

			June 28, 2026
(in thousands)			Amortized cost			Gross unrealized gains			Gross unrealized losses			Fair value
Municipal debt securities			$	4,764		$	-		$	(1)		$	4,763
Corporate debt securities			33,590			192			(45)			33,737
Agency mortgage-backed securities			4,347			14			-			4,361
U.S. government and agency securities			11,744			-			(46)			11,698
Total held-to-maturity investments			$	54,445		$	206		$	(92)		$	54,559

			December 28, 2025
(in thousands)			Amortized cost			Gross unrealized gains			Gross unrealized losses			Fair value
Municipal debt securities			$	7,840		$	1		$	(5)		$	7,836
Corporate debt securities			49,967			519			(152)			50,334
Agency mortgage-backed securities			4,815			58			-			4,873
U.S. government and agency securities			7,979			1			(7)			7,973
Total held-to-maturity investments			$	70,601		$	579		$	(164)		$	71,016

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

The amortized cost and fair value by contractual maturity of our held-to-maturity investments are as follows:

			June 28, 2026
(in thousands)			Amortized cost			Fair value
Due in one year or less			$	30,162		$	30,115
Due after one year through five years			24,283			24,444
Total held-to-maturity investments			$	54,445		$	54,559

Actual maturities may differ from contractual maturities because the issuers of certain debt securities have the right to call or prepay their obligations without penalty. We have no significant concentrations of counterparties in our held-to-maturity investment portfolio.

Company-owned life insurance policies

We hold company-owned life insurance policies to support our deferred compensation liability. Unrealized gains and losses related to investments still held at June 28, 2026 and June 29, 2025, which are included in SG&A expense on our Consolidated Statements of Operations and Comprehensive Income (Loss), were as follows:

			Thirteen weeks ended									Twenty-six weeks ended
(in thousands)			June 28, 2026			June 29, 2025						June 28, 2026			June 29, 2025
Unrealized gain, net			$	4,436		$	2,846					$	2,391		$	1,441

NOTE 5: SUPPLEMENTAL BALANCE SHEET INFORMATION

Accounts receivable allowance for credit losses

The activity related to the accounts receivable allowance for credit losses was as follows:

			Twenty-six weeks ended
(in thousands)			June 28, 2026			June 29, 2025
Beginning balance			$	2,190		$	1,009
Current period provision			376			435
Write-offs			(1,424)			(568)
Foreign currency translation			-			-
Ending balance			$	1,142		$	876

Prepaid expenses and other current assets

The balance of prepaid expenses and other current assets was made up of the following:

(in thousands)			June 28, 2026			December 28, 2025
Prepaid software agreements			$	7,192		$	6,997
Other prepaid expenses			5,880			7,484
Assets held-for-sale			8,733			11,759
Other current assets			4,381			4,747
Prepaid expenses and other current assets			$	26,186		$	30,987

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Assets held-for-sale

The disposal group has been classified as held-for-sale since all criteria were met, and continue to be as of June 28, 2026. While we remain under contract with the prospective buyer, the delay in closing is due to circumstances beyond our control, and we continue to actively market and pursue alternative options for completion of a sale within a reasonable timeframe. We have not altered our plan to sell the disposal group.

During the thirteen weeks ended June 28, 2026, due to certain non-performance issues on the part of the prospective buyer, we updated our estimate of fair value less costs to sell based on recent comparable market transactions. This assessment resulted in a revised estimated fair value, less costs to sell of $8.7 million, compared to the carrying value of $11.8 million. As a result, we recognized a non-cash loss of $3.0 million during the thirteen and twenty-six weeks ended June 28, 2026, which is included in our Consolidated Statements of Operations and Comprehensive Income (Loss). This is the first adjustment to the carrying value of the disposal group since it was classified as held-for-sale.

NOTE 6: GOODWILL AND INTANGIBLE ASSETS

Goodwill

The following table reflects changes in the carrying amount of goodwill during the period by reportable segment:

(in thousands)						PeopleReady			PeopleManagement			PeopleSolutions			Total Company
Balance at			December 28, 2025
Goodwill before impairment						$	105,284		$	81,092		$	159,647		$	346,023
Accumulated impairment charge						(105,284)			(79,601)			(118,642)			(303,527)
Goodwill						-			1,491			41,005			42,496
Impairment charge						-			-			(3,656)			(3,656)
Foreign currency translation						-			-			90			90
Balance at			June 28, 2026
Goodwill before impairment						105,284			81,092			159,737			346,113
Accumulated impairment charge						(105,284)			(79,601)			(122,298)			(307,183)
Goodwill						$	-		$	1,491		$	37,439		$	38,930

Interim impairment test

During the fiscal first quarter of 2026, the sustained decrease in share price and resulting decrease in market capitalization, as well as downward revisions to future revenue and profitability projections related to the HSP reporting unit due to reductions in government funding that has impacted certain HSP clients, resulted in management determining that a triggering event occurred for the HSP reporting unit. Therefore, we performed an interim goodwill impairment test for this reporting unit as of the last day of our fiscal first quarter of 2026. The fair value of the reporting unit was estimated using a weighting of the income and market valuation approaches. The income approach applied a fair value methodology to the reporting unit based on discounted cash flows. This analysis requires significant judgments, including estimation of future cash flows, which is dependent on internally-developed forecasts, estimation of the long-term rate of growth for our business, estimation of the useful life over which cash flows will occur, and determination of our weighted average cost of capital, which is risk-adjusted to reflect the specific risk profile of the reporting unit being tested. The weighted average cost of capital used in our most recent impairment test was 16.5%. We also applied a market approach, which develops a value correlation based on the market capitalization of similar publicly traded companies, referred to as a multiple, to apply to the operating results of the reporting units. The primary market multiples to which we compare are revenue and earnings before interest, taxes, depreciation, and amortization. In our most recent interim impairment test associated with our HSP reporting unit, the market multiples were based on revenue. The income and market approaches were equally weighted in our most recent interim impairment test.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Based on our interim impairment test as of the last day of our fiscal first quarter of 2026, we concluded that the carrying amount of the HSP reporting unit exceeded its estimated fair value. Thus, we recorded a non-cash goodwill impairment charge of $3.7 million, which is included in goodwill and intangible asset impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the twenty-six weeks ended June 28, 2026. The goodwill impairment was primarily driven by downward revisions to future projections associated with our HSP reporting unit, an increase in weighted average cost of capital selected, and a decline in market capitalization of similar publicly traded companies. The remaining goodwill balance for HSP as of June 28, 2026 was $13.7 million. Any significant adverse change in our near- or long-term projections or macroeconomic conditions could result in future impairment charges. We will continue to closely monitor the operational performance of this reporting unit.

Annual impairment test

We performed our annual impairment test for goodwill as of the first day of the fiscal second quarter of 2026 for all reporting units with remaining goodwill, including HSP. Based on our assessment of qualitative factors, we concluded it was more likely than not that the fair value of each reporting unit exceeded its carrying value, and the goodwill associated with each reporting unit was not impaired. As such, it was not necessary to perform a quantitative impairment analysis.

Additionally, following performance of the annual impairment test, we did not identify any events or circumstances that make it more likely than not that an impairment may have occurred during the thirteen weeks ended June 28, 2026.

Indefinite-lived intangible assets

We held indefinite-lived trade names/trademarks of $4.6 million and $4.6 million as of June 28, 2026 and December 28, 2025, respectively, related to businesses within our PeopleManagement and PeopleSolutions segments.

We performed our annual impairment test for indefinite-lived intangible assets as of the first day of our fiscal second quarter of 2026. Based on our quantitative assessment, we concluded that the fair value of each trademark was in excess of its carrying amount as of June 28, 2026, and therefore did not result in an impairment.

Following performance of the annual impairment test, we did not identify any events or conditions that make it more likely than not an impairment may have occurred. Accordingly, no impairment charge was recognized during the thirteen or twenty-six weeks ended June 28, 2026.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 7: WORKERS' COMPENSATION INSURANCE AND RESERVES

We provide workers' compensation insurance for our associates and permanent employees. The majority of our current workers' compensation insurance policies cover claims for a particular event above our $5.0 million deductible limit, on a "per occurrence" basis. This results in our business being substantially self-insured.

Our workers' compensation reserve for claims below the deductible limit is discounted to its estimated net present value. The discount rates used to estimate net present value are based on average returns of "risk-free" U.S. Treasury instruments available during the year in which the liability was incurred and the weighted average duration of the payments against the self-insured claims. Payments made against self-insured claims are made over a weighted average period of approximately 3 years as of June 28, 2026. The weighted average discount rate was 3.2% and 3.1% at June 28, 2026 and December 28, 2025, respectively.

The following table presents a reconciliation of the undiscounted workers' compensation reserve to the discounted workers' compensation reserve for the periods presented:

(in thousands)			June 28, 2026			December 28, 2025
Undiscounted workers' compensation reserve (1)			$	95,025		$	107,480
Less discount on workers' compensation reserve			9,052			10,736
Workers' compensation reserve, net of discount			85,973			96,744
Less current portion			23,114			24,193
Long-term portion			$	62,859		$	72,551

(1)Amounts shown are net of discount related to claims above our self-insured limits ("excess claims").

Payments made against self-insured claims were $24.5 million and $23.3 million for the twenty-six weeks ended June 28, 2026 and June 29, 2025, respectively.

Our workers' compensation reserve includes estimated expenses related to claims above our self-insured limits ("excess claims"), and we record a corresponding receivable for the insurance coverage on excess claims based on the contractual policy agreements we have with insurance carriers. We discount this reserve and corresponding receivable to its estimated net present value using the discount rates based on average returns of "risk-free" U.S. Treasury instruments available during the year in which the liability was incurred and the weighted average duration of the payments against the excess claims. The discounted workers' compensation reserve for excess claims was $20.2 million and $25.7 million as of June 28, 2026 and December 28, 2025, respectively. The discounted receivables from insurance companies, net of valuation allowance, were $20.2 million and $25.7 million as of June 28, 2026 and December 28, 2025, respectively.

Workers' compensation cost consists primarily of changes in self-insurance reserves net of changes in discount, monopolistic jurisdictions' premiums, insurance premiums and other miscellaneous expenses. Workers' compensation cost of $11.4 million and $5.3 million was recorded in cost of services on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the thirteen weeks ended June 28, 2026 and June 29, 2025, respectively, and $21.4 million and $6.5 million for the twenty-six weeks ended June 28, 2026 and June 29, 2025, respectively.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 8: LONG-TERM DEBT

We have a revolving credit agreement under the Amended and Restated Credit Agreement dated February 9, 2024 (the "Revolving Credit Facility"), with Bank of America, N.A., PNC Bank, N.A., HSBC Bank USA, N.A., Wells Fargo Bank, N.A., and Key Bank, N.A. On January 30, 2026, the Revolving Credit Facility was further amended by the Second Amendment to Amended and Restated Credit Agreement (the "Second Amendment"), establishing the "Amended Revolving Credit Facility," which is set to mature on February 9, 2029. The Amended Revolving Credit Facility provides for a revolving line of credit of up to $175.0 million. We have an option to increase the amount by $150.0 million, subject to lender approval. Included in the Amended Revolving Credit Facility is a $25.0 million sub-limit for swingline loans and a $25.0 million sub-limit for letters of credit.

The maximum amount we can borrow under the Amended Revolving Credit Facility is subject to a borrowing base and minimum excess availability covenant. The borrowing base is determined by eligible receivable accounts as defined in the Second Amendment, less specific availability reserves. The minimum excess availability covenant is the greater of (a) 12.5% of the lesser of the borrowing base or the total line of credit and (b) $17.5 million. The minimum excess availability covenant may subsequently be replaced with a springing fixed charge coverage ratio covenant upon the satisfaction of meeting a minimum fixed charge coverage ratio test for two consecutive quarters occurring on or after September 27, 2026. The fixed charge coverage ratio covenant will thereafter apply when excess availability is below certain thresholds.

The following table presents the balances of the Revolving Credit Facility and Amended Revolving Credit Facility, as applicable:

(in thousands)			June 28, 2026			December 28, 2025
Term SOFR Loans (1)			$	65,000		$	40,000
Base Rate Loan			-			5,000
Swingline loans			17,400			20,800
Long-term debt			82,400			65,800
Letters of credit			11,321			11,386
Total outstanding			$	93,721		$	77,186

(1)One-month Term Secured Overnight Financing Rate ("SOFR") Loans.

As of June 28, 2026, the borrowing base in effect was $150.0 million, leaving $56.2 million of unused borrowing base available.

Under the terms of the Amended Revolving Credit Facility, we have the option to borrow funds under the revolving line of credit as a Term SOFR Loan, for a one-, three- or six-month term, or as a Base Rate Loan, as defined in the Amended Revolving Credit Facility. Under a Term SOFR Loan, we are required to pay a variable rate of interest on funds borrowed based on the Term SOFR Screen Rate two days prior for the equivalent term, plus an adjustment of 0.10%, plus an applicable spread between 1.75% and 3.50%. Under a Base Rate Loan we are required to pay a variable rate of interest on funds borrowed based on a base rate plus an applicable spread between 0.75% and 2.50%. The base rate is the greater of the one-month Term SOFR Screen Rate two days prior plus 1.00%, the prime rate (as announced by Bank of America), or the federal funds rate plus 0.50%. The applicable spread is determined by the consolidated leverage ratio, as defined in the Amended Revolving Credit Facility. As of June 28, 2026, the outstanding balance under Term SOFR loans carried an applicable spread on the base rate of 3.50% and a weighted average base rate of 3.73%, resulting in a weighted average interest rate of 7.23%. The Term SOFR loans were primarily used to fund the acquisition of Healthcare Staffing Professionals, Inc. in the fiscal first quarter of 2025, and to support working capital requirements as revenue increased.

Under a swingline loan, we are required to pay a variable rate of interest on funds borrowed based on the base rate plus applicable spread between 0.75% and 2.50%, as described above. As of June 28, 2026, the applicable spread on the base rate was 2.50% and the base rate was 6.75%, resulting in an interest rate of 9.25%.

A commitment fee between 0.35% and 0.50% is applied against the Amended Revolving Credit Facility's unused borrowing capacity, with the specific rate determined by the consolidated leverage ratio, as defined in the Amended Revolving Credit Facility. Letters of credit are priced at a margin between 1.50% and 3.25%, with the specific rate determined by the consolidated leverage ratio, plus a fronting fee of 0.25%.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Obligations under the Amended Revolving Credit Facility are guaranteed by TrueBlue and material U.S. domestic subsidiaries, and are secured by substantially all of the assets of TrueBlue and material U.S. domestic subsidiaries. The Amended Revolving Credit Facility contains customary representations and warranties, events of default, and affirmative and negative covenants, including, among others, financial covenants.

As of June 28, 2026, we remain in compliance with all the requirements of the Amended Revolving Credit Facility.

NOTE 9: COMMITMENTS AND CONTINGENCIES

Workers' compensation commitments

We have provided our insurance carriers and certain states with commitments in the form and amounts listed below:

(in thousands)			June 28, 2026			December 28, 2025
Cash collateral held by workers' compensation insurance carriers			$	3,358		$	3,376
Cash and cash equivalents held in Trust			7,331			11,424
Investments held in Trust			54,445			70,601
Letters of credit (1)			3,150			3,385
Surety bonds (2)			21,216			21,116
Total collateral commitments			$	89,500		$	109,902

(1)We have agreements with certain financial institutions to issue letters of credit as collateral.

(2)Our surety bonds are issued by independent insurance companies on our behalf and bear annual fees based on a percentage of the bond, which are determined by each independent surety carrier. These fees do not exceed 2.0% of the bond amount, subject to a minimum charge. The terms of these bonds are subject to review and renewal every one to four years and most bonds can be canceled by the sureties with as little as 60 days' notice.

Legal contingencies and developments

We are involved in various proceedings arising in the normal course of conducting business. We believe the liabilities included in our financial statements reflect the probable loss that can be reasonably estimated and are immaterial. We also believe that the aggregate range of reasonably possible losses for the Company's exposure in excess of the amount accrued is expected to be immaterial to the Company. It remains possible that despite our current belief, material differences in actual outcomes or changes in management's evaluation or predictions could arise that could have a material effect on the Company's financial condition, results of operations or cash flows.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 10: SHAREHOLDERS' EQUITY

Changes in the balance of each component of shareholders' equity during the reporting periods were as follows:

			Thirteen weeks ended									Twenty-six weeks ended
(in thousands)			June 28, 2026			June 29, 2025						June 28, 2026			June 29, 2025
Common stock shares
Beginning balance			30,378			29,833						29,987			29,588
Net issuance under equity plans			66			59						457			304
Ending balance			30,444			29,892						30,444			29,892
Common stock amount
Beginning balance			$	1		$	1					$	1		$	1
Current period activity			-			-						-			-
Ending balance			1			1						1			1
Retained earnings
Beginning balance			277,767			324,438						296,203			337,551
Net loss			(3,369)			(160)						(23,164)			(14,508)
Net issuance under equity plans			9			139						(425)			(686)
Stock-based compensation			2,053			2,361						3,846			4,421
Ending balance			276,460			326,778						276,460			326,778
Accumulated other comprehensive loss
Beginning balance, net of tax			(21,686)			(22,222)						(21,647)			(22,193)
Foreign currency translation adjustment			(109)			635						(148)			606
Ending balance, net of tax			(21,795)			(21,587)						(21,795)			(21,587)
Total shareholders' equity ending balance			$	254,666		$	305,192					$	254,666		$	305,192

NOTE 11: INCOME TAXES

Our income tax provision for interim periods is determined using an estimate of our annual effective tax rate, adjusted for any discrete items that are taken into account in the relevant period. Each quarter we update our estimate of the annual effective tax rate and, if our estimated tax rate changes, we make a cumulative adjustment. Our quarterly tax provision and quarterly estimate of our annual effective tax rate are subject to variation due to several factors, including variability in accurately predicting our full year pre-tax income or loss by jurisdiction, tax credits, government audit developments, changes in laws, regulations and administrative practices, valuation allowances recorded on deferred tax assets, and relative changes in expenses or losses for which tax benefits are not recognized. Additionally, our effective tax rate can be more or less volatile based on the amount of pre-tax income or loss. For example, the impact of discrete items, tax credits, and non-deductible expenses on our effective tax rate is greater when our pre-tax income or loss is lower.

We recognize deferred tax assets to the extent we believe it is more likely than not the asset will be realized. Quarterly, management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit the use of existing deferred tax assets, including future reversals of existing taxable temporary differences, projected taxable income, tax-planning strategies, carryback potential if permitted, and the results of recent operations. A significant piece of objective negative evidence is the existence of a three-year cumulative loss. Such objective negative evidence limits the ability of management to consider other subjective evidence, such as projected taxable income. When appropriate, we record a valuation allowance to reduce deferred tax assets to the amount that is more likely than not to be realized.

During the twenty-six weeks ended June 28, 2026, we performed our deferred tax asset realizability assessments and, as a result, we maintained a valuation allowance against our U.S. federal, state and certain foreign deferred tax assets. Our conclusion was driven by U.S. and foreign pre-tax losses beginning in 2023 and continuing into 2026, combined with the non-cash goodwill impairment charge of $59.1 million recorded during fiscal 2024.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

Our effective income tax rate for the twenty-six weeks ended June 28, 2026 was (6.7)%. The difference between the statutory federal income tax rate of 21.0% and our effective tax rate was primarily due to the valuation allowance against our U.S. federal, state and certain foreign deferred tax assets.

NOTE 12: NET INCOME (LOSS) PER SHARE

Diluted common shares were calculated as follows:

			Thirteen weeks ended									Twenty-six weeks ended
(in thousands, except per share data)			June 28, 2026			June 29, 2025						June 28, 2026			June 29, 2025
Net loss			$	(3,369)		$	(160)					$	(23,164)		$	(14,508)
Weighted average number of common shares used in basic net loss per common share			30,414			29,856						30,280			29,777
Dilutive effect of non-vested stock-based awards			-			-						-			-
Weighted average number of common shares used in diluted net loss per common share			30,414			29,856						30,280			29,777
Net loss per common share:
Basic			$	(0.11)		$	(0.01)					$	(0.76)		$	(0.49)
Diluted			$	(0.11)		$	(0.01)					$	(0.76)		$	(0.49)
Anti-dilutive shares			2,922			1,863						2,616			1,689

NOTE 13: SEGMENT INFORMATION

Our operating segments and reportable segments are described below:

Our PeopleReady reportable segment provides contingent staffing through the PeopleReady operating segment. PeopleReady provides on-demand and skilled labor in a broad range of industries that include construction, transportation, manufacturing, retail, hospitality and energy.

Our PeopleManagement reportable segment provides contingent labor and outsourced industrial workforce solutions, primarily on-site at the client's facility, through the following operating segments, which we have aggregated into one reportable segment in accordance with U.S. GAAP:

•OnSite: On-site management and recruitment for the contingent industrial workforce of manufacturing, warehousing and distribution facilities; and

•Centerline: Recruitment and management of contingent and dedicated commercial drivers to the transportation and distribution industries.

Our PeopleSolutions reportable segment provides professional and specialized talent acquisition solutions, as well as workforce management and compliance services.

We evaluate performance based on segment revenue and segment profit (loss). Segment revenue is net of intercompany eliminations. Segment profit (loss) includes revenue, related cost of services, and ongoing operating expenses directly attributable to the reportable segment. Segment profit (loss) excludes loss on assets held-for-sale, goodwill and intangible asset impairment charges, depreciation and amortization expense, unallocated corporate general and administrative expense, interest and other income (expense), income taxes, and other costs and benefits not considered to be ongoing.

The following tables present our revenue from services by segment, with a reconciliation to total Company revenue. The tables also present significant segment expense categories regularly provided to the chief operating decision-maker ("CODM"), our Chief Executive Officer, and included in the calculation of segment profit (loss). Cost of services and SG&A expense for the individual segments, as presented in the tables below, exclude certain costs and benefits that are also excluded from the calculation of segment profit (loss). Lastly, the tables include a reconciliation of segment profit (loss) to loss before tax expense.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

			Thirteen weeks ended
			June 28, 2026
(in thousands)			PeopleReady			PeopleManagement			PeopleSolutions			Total Company
Revenue from services			$	262,310		$	133,839		$	46,852		$	443,001
Cost of services			206,504			113,456			30,495
Selling, general and administrative expense			47,245			15,425			11,529
Segment profit			$	8,561		$	4,958		$	4,828		$	18,347
Corporate unallocated expense												(6,919)
Amortization of software as a service assets												(1,259)
Acquisition/integration costs												(10)
Loss on assets held-for-sale												(3,026)
Workforce reduction costs												(640)
Other costs, net												(842)
Depreciation and amortization (inclusive of depreciation included in cost of services)												(6,813)
Loss from operations												(1,162)
Interest and other income (expense), net												(1,320)
Loss before tax expense												$	(2,482)

			Thirteen weeks ended
			June 29, 2025
(in thousands)			PeopleReady			PeopleManagement			PeopleSolutions			Total Company
Revenue from services			$	213,226		$	133,895		$	49,178		$	396,299
Cost of services			158,267			113,065			33,469
Selling, general and administrative expense			53,429			16,729			13,175
Segment profit			$	1,530		$	4,101		$	2,534		$	8,165
Corporate unallocated expense												(5,520)
Third-party processing fees for hiring tax credits												60
Amortization of software as a service assets												(1,036)
Goodwill and intangible asset impairment charge												(200)
Acquisition/integration costs												(153)
COVID-19 government subsidies, net of fees												8,573
Workforce reduction costs												(3,445)
Other costs, net												(1,883)
Depreciation and amortization (inclusive of depreciation included in cost of services)												(7,502)
Loss from operations												(2,941)
Interest and other income (expense), net												2,903
Loss before tax expense												$	(38)

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

			Twenty-six weeks ended
			June 28, 2026
(in thousands)			PeopleReady			PeopleManagement			PeopleSolutions			Total Company
Revenue from services			$	487,363		$	261,096		$	93,108		$	841,567
Cost of services			384,584			221,960			62,450
Selling, general and administrative expense			97,520			30,924			23,167
Segment profit			$	5,259		$	8,212		$	7,491		$	20,962
Corporate unallocated expense												(12,584)
Third-party processing fees for hiring tax credits												100
Amortization of software as a service assets												(2,518)
Acquisition/integration costs												(26)
Loss on assets held-for-sale												(3,026)
Goodwill and intangible asset impairment charge												(3,656)
Workforce reduction costs												(1,709)
Other costs, net												(2,872)
Depreciation and amortization (inclusive of depreciation included in cost of services)												(13,680)
Loss from operations												(19,009)
Interest and other income (expense), net												(2,692)
Loss before tax expense												$	(21,701)

			Twenty-six weeks ended
			June 29, 2025
(in thousands)			PeopleReady			PeopleManagement			PeopleSolutions			Total Company
Revenue from services			$	402,531		$	269,427		$	94,595		$	766,553
Cost of services			294,790			228,368			64,486
Selling, general and administrative expense			109,185			34,064			25,623
Segment profit (loss)			$	(1,444)		$	6,995		$	4,486		$	10,037
Corporate unallocated expense												(11,314)
Third-party processing fees for hiring tax credits												(30)
Amortization of software as a service assets												(2,129)
Acquisition/integration costs												(863)
Goodwill and intangible asset impairment charge												(200)
COVID-19 government subsidies, net of fees												8,573
Workforce reduction costs												(4,845)
Other costs, net												(1,981)
Depreciation and amortization (inclusive of depreciation included in cost of services)												(14,312)
Loss from operations												(17,064)
Interest and other income (expense), net												3,096
Loss before tax expense												$	(13,968)

Asset information by reportable segment is not presented as we do not manage our segments on a balance sheet basis.

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Item 2.			MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

COMMENT ON FORWARD-LOOKING STATEMENTS

Certain statements in this Form 10-Q, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements involve risks and uncertainties, and future events and circumstances could differ significantly from those anticipated in the forward-looking statements. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "goal," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties that may cause actual results to differ materially from those expressed or implied in our forward-looking statements, including the risks and uncertainties described in "Management's Discussion and Analysis of Financial Condition and Results of Operations" (Part I, Item 2 of this Form 10-Q),"Quantitative and Qualitative Disclosures about Market Risk" (Part I, Item 3 of this Form 10-Q), and "Risk Factors" (Part II, Item 1A of this Form 10-Q). Except as required by law, we undertake no duty to update or revise publicly any of the forward-looking statements after the date of this report or to conform such statements to actual results or to changes in our expectations, whether because of new information, future events, or otherwise.

BUSINESS OVERVIEW

TrueBlue, Inc. (the "Company," "TrueBlue," "we," "us" and "our") is a leading provider of specialized workforce solutions that connect employers and talent. Client demand for contingent workforce solutions and outsourced recruiting services is cyclical and dependent on the overall strength of the economy and labor market, as well as trends in workforce flexibility.

We report our business as three distinct segments: PeopleReady, PeopleManagement and PeopleSolutions.

•PeopleReady provides clients with dependable access to qualified associates for their on-demand, contingent general and skilled labor needs to supplement their permanent workforce across a broad range of industries including construction, transportation, manufacturing, retail, hospitality and energy. PeopleReady connects our clients with individuals looking for on-demand, general temporary and temp-to-hire positions through our vast network of physical branches across all 50 states in the United States ("U.S.") and Puerto Rico. Augmenting our branch network, our proprietary mobile app, JobStack®, connects people with on-demand work 24 hours a day, seven days a week. PeopleReady also connects skilled tradespeople with temporary work across a wide range of trades, including carpentry, electrical, plumbing, welding and energy installation positions through our PeopleReady Skilled Trades and RenewableWorks brands.

•PeopleManagement provides and manages contingent associates at our clients' facilities through our Staff Management | SMX ("Staff Management") and SIMOS Insourcing Solutions ("SIMOS") brands throughout the U.S., Canada and Puerto Rico. Our client engagements include scalable recruiting, screening, hiring and management of the contingent workforce. We deploy dedicated management and service teams that work side-by-side with a client's full-time workforce and specialize in labor-intensive manufacturing, warehousing and distribution. Our proprietary hiring and workforce management software, Stafftrack®, enables us to recruit and connect the best candidates with on-site assignments. PeopleManagement also provides dedicated and contingent commercial drivers to the transportation and distribution industries through our Centerline Drivers ("Centerline") brand. Centerline matches drivers to each client's specific needs, allowing them to improve productivity, control costs, ensure compliance and deliver improved service.

•PeopleSolutions provides clients with services focusing on professional and specialized talent acquisition, as well as workforce management and compliance, across a wide variety of industries, primarily in the U.S., Canada, the United Kingdom and Australia. PeopleSolutions provides recruitment process outsourcing ("RPO"), managed service provider ("MSP") solutions and talent advisory services through our PeopleScout brand. PeopleSolutions also facilitates the placement of skilled healthcare professionals in extended roles with governmental agencies, healthcare systems and educational institutions through our Healthcare Staffing Professionals ("HSP") brand. HSP streamlines hiring for employers while connecting job seekers with opportunities to grow and advance their careers. Assisting our PeopleSolutions recruiting teams is our proprietary technology platform, Affinix®, which rapidly sources a qualified talent pool, and further engages candidates through a seamless digital experience.

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MANAGEMENT'S DISCUSSION AND ANALYSIS

Fiscal second quarter of 2026 summary

The following results are for the thirteen weeks ended June 28, 2026, compared to the same period in the prior year:

•Total Company revenue grew 11.8% to $443.0 million, compared to $396.3 million.

•Total Company gross profit declined 2.1% to $91.6 million compared to $93.6 million, resulting in a decline in gross profit as a percentage of revenue to 20.7%, compared to 23.6%.

•Total Company selling, general and administrative ("SG&A") expense declined 6.6% to $83.8 million, compared to $89.8 million.

•We recorded a non-cash loss on assets held-for-sale of $3.0 million related to our Tacoma headquarters.

•Income tax expense was $0.9 million, compared to $0.1 million. We continue to maintain a valuation allowance against our U.S. federal, state and certain foreign deferred tax assets initially established in the fiscal second quarter of 2024, resulting in no current period income tax benefit for these jurisdictions.

•The items above resulted in a net loss of $3.4 million, compared to a net loss of $0.2 million.

•As of June 28, 2026, we had cash and cash equivalents of $23.3 million, outstanding debt of $82.4 million, and $56.2 million was unused on our borrowing base of our revolving credit agreement ("Amended Revolving Credit Facility"), resulting in total liquidity of $79.5 million.

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RESULTS OF OPERATIONS

Total Company results

The following table presents selected financial data:

			Thirteen weeks ended													Twenty-six weeks ended
(in thousands, except percentages and per share data)			Jun 28, 2026			% of revenue			Jun 29, 2025				% of revenue						Jun 28, 2026			% of revenue			Jun 29, 2025			% of revenue
Revenue from services			$	443,001					$	396,299									$	841,567					$	766,553
Gross profit			$	91,582		20.7		%	$	93,564			23.6		%				$	170,601		20.3		%	$	179,906		23.5		%
Selling, general and administrative expense			83,831			18.9			89,798				22.7						171,130			20.3			184,419			24.1
Depreciation and amortization (exclusive of depreciation included in cost of services)			5,887			1.4			6,507				1.5						11,798			1.4			12,351			1.6
Loss on assets held-for-sale			3,026			0.7			-				-						3,026			0.4			-			-
Goodwill and intangible asset impairment charge			-			-			200				0.1						3,656			0.5			200			0.0
Loss from operations			(1,162)			(0.3)		%	(2,941)				(0.7)		%				(19,009)			(2.3)		%	(17,064)			(2.2)		%
Interest and other income (expense), net			(1,320)						2,903										(2,692)						3,096
Loss before tax expense			(2,482)						(38)										(21,701)						(13,968)
Income tax expense			887						122										1,463						540
Net loss			$	(3,369)		(0.8)		%	$	(160)			0.0		%				$	(23,164)		(2.8)		%	$	(14,508)		(1.9)		%
Net loss per diluted share			$	(0.11)					$	(0.01)									$	(0.76)					$	(0.49)

Revenue from services

			Thirteen weeks ended																		Twenty-six weeks ended
(in thousands, except percentages)			Jun 28, 2026			Growth (decline) %			Segment % of total			Jun 29, 2025			Segment % of total						Jun 28, 2026			Growth (decline) %			Segment % of total			Jun 29, 2025			Segment % of total
Revenue from services:
PeopleReady			$	262,310		23.0		%	59.2		%	$	213,226		53.8		%				$	487,363		21.1		%	57.9		%	$	402,531		52.5		%
PeopleManagement			133,839			-		%	30.2			133,895			33.8						261,096			(3.1)		%	31.0			269,427			35.2
PeopleSolutions			46,852			(4.7)		%	10.6			49,178			12.4						93,108			(1.6)		%	11.1			94,595			12.3
Total Company			$	443,001		11.8		%	100.0		%	$	396,299		100.0		%				$	841,567		9.8		%	100.0		%	$	766,553		100.0		%

Total Company revenue grew 11.8% to $443.0 million for the thirteen weeks ended June 28, 2026, and grew 9.8% to $841.6 million for the twenty-six weeks ended June 28, 2026, compared to the same periods in the prior year. The increase in revenue was primarily driven by growth within our skilled businesses, specifically in the energy and commercial driving industries. Growth was partially offset by declines within on-site and permanent hiring, as business conditions continue to stabilize within these offerings. Growth for the twenty-six weeks ended June 28, 2026 was also partially offset by declines within our on-demand business; however, this business returned to growth for the thirteen weeks ended June 28, 2026.

PeopleReady

PeopleReady revenue grew 23.0% to $262.3 million for the thirteen weeks ended June 28, 2026, and grew 21.1% to $487.4 million for the twenty-six weeks ended June 28, 2026, compared to the same periods in the prior year. The increase in revenue for both periods was primarily as a result of growth within our skilled businesses, specifically the energy industry. Our on-demand business contributed to growth during the thirteen weeks ended June 28, 2026.

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PeopleManagement

PeopleManagement revenue was relatively unchanged at $133.8 million for the thirteen weeks ended June 28, 2026, and declined 3.1% to $261.1 million for the twenty-six weeks ended June 28, 2026, compared to the same periods in the prior year. The decline for the twenty-six weeks ended June 28, 2026 was primarily due to lower volumes within our OnSite businesses, partially offset by continued growth in our commercial driving business.

PeopleSolutions

PeopleSolutions revenue declined 4.7% to $46.9 million for the thirteen weeks ended June 28, 2026, and declined 1.6% to $93.1 million for the twenty-six weeks ended June 28, 2026, compared to the same periods in the prior year. Revenue declined as broader market conditions continue to impact hiring trends.

Gross profit

			Thirteen weeks ended									Twenty-six weeks ended
(in thousands, except percentages)			Jun 28, 2026			Jun 29, 2025						Jun 28, 2026			Jun 29, 2025
Gross profit			$	91,582		$	93,564					$	170,601		$	179,906
Percentage of revenue			20.7		%	23.6		%				20.3		%	23.5		%

Gross profit as a percentage of revenue declined 290 basis points to 20.7% for the thirteen weeks ended June 28, 2026, compared to the same period in the prior year. Higher workers' compensation costs, driven by less favorable workers' compensation reserve adjustments, resulted in 120 basis points of contraction. Changes in revenue mix resulted in 90 basis points of contraction, primarily driven by revenue shifts toward our lower margin staffing businesses. Additionally, the thirteen weeks ended June 29, 2025 included a benefit for recognition of certain COVID-19 government subsidies, resulting in 80 basis points of contraction for the thirteen weeks ended June 28, 2026.

Gross profit as a percentage of revenue declined 320 basis points to 20.3% for the twenty-six weeks ended June 28, 2026, compared to the same period in the prior year. Higher workers' compensation costs, driven by less favorable workers' compensation reserve adjustments, resulted in 170 basis points of contraction. Changes in revenue mix resulted in 100 basis points of contraction, primarily driven by revenue shifts toward our lower margin staffing businesses. Additionally, the twenty-six weeks ended June 29, 2025 included a benefit for recognition of certain COVID-19 government subsidies, resulting in 50 basis points of contraction for the twenty-six weeks ended June 28, 2026.

SG&A expense

			Thirteen weeks ended									Twenty-six weeks ended
(in thousands, except percentages)			Jun 28, 2026			Jun 29, 2025						Jun 28, 2026			Jun 29, 2025
Selling, general and administrative expense			$	83,831		$	89,798					$	171,130		$	184,419
Percentage of revenue			18.9		%	22.7		%				20.3		%	24.1		%

Total Company SG&A expense declined by 6.6%, or $6.0 million, for the thirteen weeks ended June 28, 2026, and declined by 7.2%, or $13.3 million, for the twenty-six weeks ended June 28, 2026, compared to the same periods in the prior year. Cost management actions have enhanced the efficiency of our cost structure and position us to deliver stronger profitability as industry demand rebounds.

Depreciation and amortization

			Thirteen weeks ended									Twenty-six weeks ended
(in thousands, except percentages)			Jun 28, 2026			Jun 29, 2025						Jun 28, 2026			Jun 29, 2025
Depreciation and amortization (exclusive of depreciation included in cost of services)			$	5,887		$	6,507					$	11,798		$	12,351
Percentage of revenue			1.4		%	1.5		%				1.4		%	1.6		%

Depreciation and amortization decreased for the thirteen and twenty-six weeks ended June 28, 2026, compared to the same periods in the prior year, primarily due to certain assets becoming fully depreciated during 2025.

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Loss on assets held-for-sale

			Thirteen weeks ended									Twenty-six weeks ended
(in thousands)			Jun 28, 2026			Jun 29, 2025						Jun 28, 2026			Jun 29, 2025
Loss on assets held-for-sale			$	3,026		$	-					$	3,026		$	-

Our Tacoma headquarters office building and related assets (the "disposal group"), with an initial carrying value of $11.8 million, have been classified as held-for-sale since all criteria were met, and continue to be as of June 28, 2026. While we remain under contract with the prospective buyer, the delay is due to circumstances beyond our control, and we continue to actively market and pursue alternative options for completion of a sale within a reasonable timeframe.

During the thirteen weeks ended June 28, 2026, we updated our estimate of fair value less costs to sell to $8.7 million based on recent comparable market transactions, resulting in a non-cash loss on assets held-for-sale of $3.0 million during the thirteen weeks and twenty-six weeks ended June 28, 2026, which is included in loss on assets held-for-sale on our Consolidated Statements of Operations and Comprehensive Income (Loss).

Goodwill and intangible asset impairment charge

			Thirteen weeks ended									Twenty-six weeks ended
(in thousands)			Jun 28, 2026			Jun 29, 2025						Jun 28, 2026			Jun 29, 2025
Goodwill and intangible asset impairment charge			$	-		$	200					$	3,656		$	200

We performed an interim impairment test as of the last day of our fiscal first quarter of 2026. As a result of this impairment test, we concluded that the carrying amount of the HSP reporting unit exceeded its estimated fair value. Thus, we recorded a non-cash goodwill impairment charge of $3.7 million, for the twenty-six weeks ended June 28, 2026. The goodwill impairment was primarily driven by downward revisions to future projections associated with our HSP reporting unit, an increase in the weighted average cost of capital selected, and a decline in the market capitalization of similar publicly traded companies. The remaining goodwill balance for HSP as of June 28, 2026 was $13.7 million. See Note 6: Goodwill and Intangible Assets to our consolidated financial statements found in Item 1 of this Quarterly Report on Form 10-Q, for additional details.

Income tax expense

			Thirteen weeks ended									Twenty-six weeks ended
(in thousands, except percentages)			Jun 28, 2026			Jun 29, 2025						Jun 28, 2026			Jun 29, 2025
Loss before tax expense			$	(2,482)		$	(38)					$	(21,701)		$	(13,968)
Income tax expense			$	887		$	122					$	1,463		$	540
Effective income tax rate			(35.7)		%	(321.1)		%				(6.7)		%	(3.9)		%

Our tax provision and our effective tax rate are subject to variation due to several factors, including variability in accurately predicting our full year pre-tax income or loss by jurisdiction, tax credits, government audit developments, changes in laws, regulations and administrative practices, valuation allowances recorded on deferred tax assets, and relative changes in expenses or losses for which tax benefits are not recognized. Additionally, our effective tax rate can be more or less volatile based on the amount of pre-tax income or loss. For example, the impact of discrete items, tax credits, and non-deductible expenses on our effective tax rate is greater when our pre-tax income or loss is lower.

For the twenty-six weeks ended June 28, 2026, our income tax expense is related primarily to our foreign operations. We continue to maintain a valuation allowance against our U.S. federal, state and certain foreign deferred tax assets, initially established in the fiscal second quarter of 2024, resulting in no income tax benefit for these jurisdictions. Our conclusions to maintain a valuation allowance were driven by U.S. and foreign pre-tax losses beginning in 2023 and continuing into 2026, combined with the significant non-cash goodwill impairment charge of $59.1 million recorded during fiscal 2024.

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Segment performance

We evaluate performance based on segment revenue and segment profit (loss). Segment revenue is net of intercompany eliminations. Segment profit (loss) includes revenue, related cost of services, and ongoing operating expenses directly attributable to the reportable segment. Segment profit (loss) excludes loss on assets held-for-sale, goodwill and intangible asset impairment charges, depreciation and amortization expense, unallocated corporate general and administrative expense, interest and other income (expense), income taxes, and other costs and benefits not considered to be ongoing. See Note 13: Segment Information, to our consolidated financial statements found in Item 1 of this Quarterly Report on Form 10-Q, for additional details on our reportable segments, as well as a reconciliation of segment profit (loss) to loss before tax expense.

Segment profit (loss) should not be considered a measure of financial performance in isolation or as an alternative to net loss on the Consolidated Statements of Operations and Comprehensive Income (Loss) calculated in accordance with accounting principles generally accepted in the United States of America, and may not be comparable to similarly titled measures of other companies.

PeopleReady segment performance was as follows:

			Thirteen weeks ended															Twenty-six weeks ended
(in thousands, except percentages)			Jun 28, 2026			% of revenue			Jun 29, 2025			% of revenue						Jun 28, 2026			% of revenue			Jun 29, 2025			% of revenue
Revenue from services			$	262,310					$	213,226								$	487,363					$	402,531
Cost of services			206,504			78.7		%	158,267			74.2		%				384,584			78.9		%	294,790			73.2		%
Selling, general and administrative expense			47,245			18.0		%	53,429			25.1		%				97,520			20.0		%	109,185			27.1		%
Segment profit (loss)			$	8,561		3.3		%	$	1,530		0.7		%				$	5,259		1.1		%	$	(1,444)		(0.3)		%

PeopleReady segment profit grew $7.0 million and $6.7 million for the thirteen and twenty-six weeks ended June 28, 2026, and also improved as a percentage of revenue, compared to the same periods in the prior year, respectively. Growth was primarily due to continued revenue growth within our skilled businesses, specifically the energy industry. Cost management actions have also resulted in a more efficient cost structure and improved our operating leverage as revenue increased. The improvement was partially offset by higher workers' compensation costs driven by less favorable workers' compensation reserve adjustments.

PeopleManagement segment performance was as follows:

			Thirteen weeks ended															Twenty-six weeks ended
(in thousands, except percentages)			Jun 28, 2026			% of revenue			Jun 29, 2025			% of revenue						Jun 28, 2026			% of revenue			Jun 29, 2025			% of revenue
Revenue from services			$	133,839					$	133,895								$	261,096					$	269,427
Cost of services			113,456			84.8		%	113,065			84.4		%				221,960			85.0		%	228,368			84.8		%
Selling, general and administrative expense			15,425			11.5		%	16,729			12.5		%				30,924			11.9		%	34,064			12.6		%
Segment profit			$	4,958		3.7		%	$	4,101		3.1		%				$	8,212		3.1		%	$	6,995		2.6		%

PeopleManagement segment profit grew $0.9 million and $1.2 million for the thirteen and twenty-six weeks ended June 28, 2026, and also improved as a percentage of revenue, compared to the same periods in the prior year, respectively. Growth was primarily driven by a reduction in SG&A expense, which was the result of disciplined cost management actions to streamline our organizational structure and improve efficiency.

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PeopleSolutions segment performance was as follows:

			Thirteen weeks ended															Twenty-six weeks ended
(in thousands, except percentages)			Jun 28, 2026			% of revenue			Jun 29, 2025			% of revenue						Jun 28, 2026			% of revenue			Jun 29, 2025			% of revenue
Revenue from services			$	46,852					$	49,178								$	93,108					$	94,595
Cost of services			30,495			65.1		%	33,469			68.0		%				62,450			67.1		%	64,486			68.2		%
Selling, general and administrative expense			11,529			24.6		%	13,175			26.8		%				23,167			24.9		%	25,623			27.1		%
Segment profit			$	4,828		10.3		%	$	2,534		5.2		%				$	7,491		8.0		%	$	4,486		4.7		%

PeopleSolutions segment profit grew $2.3 million and $3.0 million for the thirteen and twenty-six weeks ended June 28, 2026, and also grew as a percentage of revenue, compared to the same periods in the prior year, respectively. Growth was primarily driven by cost management actions to deliver efficiency and improve profitability.

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MANAGEMENT'S DISCUSSION AND ANALYSIS

LIQUIDITY AND CAPITAL RESOURCES

We believe we have a strong financial position and sufficient sources of funding to meet our short- and long-term obligations. Our Amended Revolving Credit Facility provides for a revolving line of credit of up to $175.0 million, with an option to increase the amount by $150.0 million, subject to lender approval. As of June 28, 2026, we had $23.3 million in cash and cash equivalents and $82.4 million debt outstanding. Under the Amended Revolving Credit Facility, $11.3 million was utilized by outstanding standby letters of credit. As of June 28, 2026, our borrowing base was $150.0 million, leaving $56.2 million unused on our borrowing base.

Cash generated through our core operations is generally our primary source of liquidity. Our principal ongoing cash needs are to finance working capital, fund capital expenditures, repay outstanding Amended Revolving Credit Facility balances, and execute share repurchases. We may also need cash to fund future acquisitions. We manage working capital through timely collection of accounts receivable, which we achieve through focused collection efforts and tightly monitoring trends in days sales outstanding. While client payment terms are generally 90 days or less, we pay our associates daily and weekly, so additional financing through the use of our Amended Revolving Credit Facility is sometimes necessary to support working capital needs in times of revenue growth. We also manage working capital through efficient cost management and strategically timing payments of accounts payable.

We continue to make investments in online and mobile apps to increase the competitive differentiation of our services long-term and improve the efficiency of our service delivery model. In addition, we continue to transition our technology from on-premise software platforms to cloud-based software solutions, to increase automation and the efficiency of running our business.

Outside of ongoing cash needed to support core operations, our insurance carriers and certain state workers' compensation programs require us to collateralize a portion of our workers' compensation obligation, for which they become responsible should we become insolvent. On a regular basis, these entities assess the amount of collateral they will require from us relative to our workers' compensation obligation. Such amounts can increase or decrease independent of our assessments and reserves. We continue to have risk that these collateral requirements may be increased by our insurers due to our loss history and market dynamics. We generally anticipate that our collateral commitments will grow as our business grows. We pay our premiums and deposit our collateral, if required, in installments. The collateral typically takes the form of cash and cash-backed instruments, highly rated investment grade securities, letters of credit, and surety bonds. Restricted cash, cash equivalents and investments supporting our self-insured workers' compensation obligation are held in a trust at the Bank of New York Mellon ("Trust") and are used to pay workers' compensation claims as they are filed. See Note 7: Workers' Compensation Insurance and Reserves, and Note 4: Restricted Cash, Cash Equivalents and Investments, to our consolidated financial statements found in Item 1 of this Quarterly Report on Form 10-Q, for details on our workers' compensation program as well as the restricted cash, cash equivalents and investments held in Trust.

We have established investment policy directives for the Trust with the first priority to preserve capital, second to ensure sufficient liquidity to pay workers' compensation claims, third to diversify the investment portfolio and fourth to maximize after-tax returns. Trust investments must meet minimum acceptable quality standards. The primary investments include U.S. Treasury securities, U.S. agency debentures, U.S. agency mortgages, corporate securities and municipal securities. For those investments rated by nationally recognized statistical rating organizations the minimum ratings at time of purchase are:

			S&P			Moody's			Fitch
Short-term rating			A-1/SP-1			P-1/MIG-1			F-1
Long-term rating			A			A2			A

Total collateral commitments decreased $20.4 million during the twenty-six-week period ended June 28, 2026, primarily due to the use of collateral to satisfy workers' compensation claims, as well as a decrease in collateral levels required by our insurance carriers, consistent with the $10.8 million decrease in workers' compensation claims reserve. See Note 9: Commitments and Contingencies, to our consolidated financial statements found in Item 1 of this Quarterly Report on Form 10-Q, for additional details on our workers' compensation commitments. We continue to actively manage workers' compensation cost by focusing on improving our associate safety programs and actively control costs with our network of service providers. These actions have had a positive impact creating favorable adjustments to workers' compensation liabilities recorded in prior periods. Continued favorable adjustments to our prior year workers' compensation liabilities are dependent on our ability to continue to aggressively lower accident rates and costs of our claims. Due to our progress in worker safety improvements and the resulting reduction in the frequency and severity of accident rates, we expect diminishing favorable adjustments to our workers' compensation liabilities going forward.

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MANAGEMENT'S DISCUSSION AND ANALYSIS

The following table provides an analysis of changes in our workers' compensation claims reserves:

(in thousands)			Jun 28, 2026			Dec 28, 2025
Beginning balance			$	96,744		$	139,792
Self-insurance reserve expenses related to current year, net			18,703			34,917
Cash payments related to current year claims			(2,538)			(12,557)
Cash payments related to claims from prior years			(21,935)			(32,727)
Changes to prior years' self-insurance reserve, net			(1,435)			(19,574)
Amortization of prior years' discount (1)			1,945			(123)
Net change in excess claims reserve (2)			(5,511)			(12,984)
Ending balance			85,973			96,744
Less current portion			23,114			24,193
Long-term portion			$	62,859		$	72,551

(1)The discount is amortized over the estimated weighted average life. In addition, any changes to the estimated weighted average lives and corresponding discount rates for actual payments made are reflected in cost of services on the Consolidated Statement of Operations and Comprehensive Income (Loss) in the period when the changes in estimates are made.

(2)Changes to our claims above our self-insured limits ("excess claims") are discounted to an estimated net present value using the risk-free rates associated with the actuarially determined weighted average lives of our excess claims.

Restricted cash, cash equivalents and investments also includes collateral to support our non-qualified deferred compensation plan in the form of company-owned life insurance policies. Our non-qualified deferred compensation plan is managed by a third-party service provider, and the investments backing the company-owned life insurance policies align with the amount and timing of payments based on employee elections.

A summary of our cash flows for each period are as follows:

			Twenty-six weeks ended
(in thousands)			Jun 28, 2026			Jun 29, 2025
Net cash used in operating activities			$	(30,357)		$	(33,909)
Net cash provided by (used in) investing activities			10,084			(19,791)
Net cash provided by financing activities			15,676			45,118
Effect of exchange rate changes on cash, cash equivalents and restricted cash and cash equivalents			(443)			(70)
Net change in cash, cash equivalents and restricted cash and cash equivalents			$	(5,040)		$	(8,652)

Cash flows from operating activities

Operating cash flows consist of net loss adjusted for non-cash benefits and expenses, and changes in operating assets and liabilities.

As client demand improves, the result is generally an increase in accounts receivable and accounts payable. Accrued wages and benefits can fluctuate based on whether the period end requires the accrual of one or two weeks of payroll, the amount and timing of bonus payments, and timing of payroll tax payments.

Net cash used by accounts receivable during the twenty-six weeks ended June 28, 2026 was primarily due to an increase in revenue coupled with an increase in days sales outstanding of approximately two days compared to the fiscal fourth quarter of 2025, both reflecting shifts in revenue and corresponding receivables mix toward clients with longer payment terms. In addition, our workers' compensation claims reserve for estimated claims decreased over the period, driven by prior-year claim payments.

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MANAGEMENT'S DISCUSSION AND ANALYSIS

Cash flows from investing activities

Investing cash flows consist of capital expenditures, business acquisitions, and purchases, sales, and maturities of restricted investments, which are managed in line with our workers' compensation collateral funding requirements and timing of claim payments.

Net cash provided by investing activities during the twenty-six weeks ended June 28, 2026 was primarily due to maturities of restricted investments, which were only partially reinvested due to lower workers' compensation collateral requirements. Cash provided was partially offset by capital expenditures including continued investments to upgrade our PeopleReady on-demand technology platform.

Cash flows from financing activities

Financing cash flows consist primarily of repurchases of common stock as part of our publicly announced share repurchase program, amounts to satisfy employee tax withholding obligations upon the vesting of restricted stock, the net change in our Amended Revolving Credit Facility, and proceeds from the sale of common stock through our employee stock purchase plan.

Net cash provided by financing activities during the twenty-six weeks ended June 28, 2026 was due to draws on our Amended Revolving Credit Facility, primarily to finance working capital needs as revenue increased. While we did not execute share repurchases during the twenty-six weeks ended June 28, 2026, $33.5 million remains available for repurchase under existing authorizations as of June 28, 2026.

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MANAGEMENT'S DISCUSSION AND ANALYSIS

SUMMARY OF CRITICAL ACCOUNTING ESTIMATES

Our critical accounting estimates are discussed in Part II, Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations; Summary of Critical Accounting Estimates" in our Annual Report on Form 10-K for the fiscal year ended December 28, 2025. The following has been updated to reflect changes made during the twenty-six weeks ended June 28, 2026.

Goodwill and indefinite-lived intangible assets

We evaluate goodwill and indefinite-lived intangible assets for impairment on an annual basis as of the first day of our fiscal second quarter, or whenever events or circumstances make it more likely than not that an impairment may have occurred. These events or circumstances could include a significant change in general economic conditions, deterioration in industry environment, changes in cost factors, declining operating performance indicators, legal factors, competition, client engagement, changes in the carrying amount of net assets, a sale or disposition of a significant portion of a reporting unit, or a sustained decrease in stock price. We monitor the existence of potential impairment indicators throughout the fiscal year.

Goodwill

We test for goodwill impairment at the reporting unit level. We consider our reporting units to be our operating segments or one level below that (the component level) based on our organizational structure. Our reporting units with remaining goodwill as of June 28, 2026 were Centerline, PeopleScout, and HSP.

When evaluating goodwill for impairment, we may first assess qualitative factors to determine whether it is more likely than not the fair value of a reporting unit is less than its carrying amount. Qualitative factors include macroeconomic conditions, industry and market conditions and overall Company financial performance. If, after assessing the totality of events and circumstances, we determine that it is more likely than not the fair value of the reporting unit is greater than its carrying amount, the quantitative impairment test is unnecessary.

The quantitative impairment test, if necessary, involves comparing the fair value of each reporting unit to its carrying value, including goodwill. Fair value reflects the price a market participant would be willing to pay in a potential sale of the reporting unit. If the fair value exceeds the carrying value, we conclude that no goodwill impairment has occurred. If the carrying value exceeds the fair value, we recognize an impairment charge in an amount equal to the excess, not to exceed the carrying value of the goodwill. We consider a reporting unit's fair value to be substantially in excess of its carrying value at a 20% premium or greater.

Determining the fair value of a reporting unit when performing a quantitative impairment test involves the use of significant estimates and assumptions to evaluate the impact of operational and economic changes on each reporting unit. We estimate the fair value using a weighting of the income and market valuation approaches. The income approach applies a fair value methodology to each reporting unit based on discounted cash flows. This analysis requires significant estimates and judgments, including estimation of future cash flows, which is dependent on internal forecasts, estimation of the long-term rate of growth for our business, estimation of the useful life over which cash flows will occur, and determination of our weighted average cost of capital, which is risk-adjusted to reflect the specific risk profile of the reporting unit being tested. We also apply a market approach, which develops a value correlation based on the market capitalization of similar publicly traded companies, referred to as a multiple, to apply to the operating results of the reporting units. The primary market multiples to which we compare are revenue and earnings before interest, taxes, depreciation, and amortization.

We base fair value estimates on assumptions we believe to be reasonable but that are unpredictable and inherently uncertain. Actual future results may differ from those estimates.

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MANAGEMENT'S DISCUSSION AND ANALYSIS

Interim impairment test

During the fiscal first quarter of 2026, the sustained decrease in share price and resulting decrease in market capitalization, as well as downward revisions to future revenue and profitability projections related to the HSP reporting unit due to reductions in government funding that has impacted certain HSP clients, resulted in management determining that a triggering event occurred for the HSP reporting unit. Therefore, we performed an interim goodwill impairment test for this reporting unit as of the last day of our fiscal first quarter of 2026. The weighted average cost of capital used in our most recent impairment test was 16.5%, which was risk-adjusted to reflect the specific risk profile of the HSP reporting unit.

Based on our interim impairment test as of the last day of our fiscal first quarter of 2026, we concluded that the carrying amount of the HSP reporting unit exceeded its estimated fair value. Thus, we recorded a non-cash goodwill impairment charge of $3.7 million, which was included in goodwill and intangible asset impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the twenty-six weeks ended June 28, 2026. The goodwill impairment was primarily driven by downward revisions to future projections associated with our HSP reporting unit, an increase in the weighted average cost of capital selected, and a decline in market capitalization of similar publicly traded companies. The remaining goodwill balance for HSP as of June 28, 2026 was $13.7 million. Any significant adverse change in our near- or long-term projections or macroeconomic conditions could result in future impairment charges. We will continue to closely monitor the operational performance of this reporting unit.

Annual impairment test

We performed our annual impairment test for goodwill as of the first day of the fiscal second quarter of 2026 for all reporting units with remaining goodwill, including HSP. Based on our assessment of qualitative factors, we concluded it was more likely than not that the fair value of each reporting unit exceeded its carrying value, and the goodwill associated with each reporting unit was not impaired. As such, it was not necessary to perform a quantitative impairment analysis.

Indefinite-lived intangible assets

We have indefinite-lived intangible assets for trademarks related to businesses within our PeopleManagement and PeopleSolutions segments. We evaluate our indefinite-lived intangible assets for impairment on an annual basis as of the first day of our fiscal second quarter, or whenever events or circumstances make it more likely than not that an impairment may have occurred. These events or circumstances could include significant changes in general economic conditions, deterioration in industry environment, changes in cost factors, declining operating performance indicators, legal factors, competition, client engagement, or a sale or disposition of a significant portion of the business. We monitor the existence of potential impairment indicators throughout the fiscal year.

When evaluating indefinite-lived intangible assets for impairment, we may first assess qualitative factors to determine whether it is more likely than not the fair value of the indefinite-lived intangible asset is less than its carrying amount. Qualitative factors include macroeconomic conditions, industry and market conditions and overall Company financial performance. If, after assessing the totality of events and circumstances, we determine that it is more likely than not the fair value of the indefinite-lived intangible asset is greater than its carrying amount, the quantitative impairment test is unnecessary.

The quantitative impairment test, if necessary, utilizes the relief from royalty method to determine the fair value of each of our trademarks. If the carrying value exceeds the fair value, we recognize an impairment loss in an amount equal to the excess, not to exceed the carrying value. Management uses considerable judgment to determine key assumptions, including forecasted future revenue, royalty rates and appropriate discount rates. We performed our annual impairment test for indefinite-lived intangible assets as of the first day of our fiscal second quarter of 2026. Based on our quantitative assessment, we concluded that the fair value of each trademark was in excess of its carrying amount as of June 28, 2026, and therefore did not result in an impairment.

NEW ACCOUNTING STANDARDS

See Note 1: Summary of Significant Accounting Policies, to our consolidated financial statements found in Item 1 of this Quarterly Report on Form 10-Q.

Item 3.			QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Our quantitative and qualitative disclosures about market risk are discussed in Part II, Item 7A, "Quantitative and Qualitative Disclosures About Market Risk" in our Annual Report on Form 10-K for the fiscal year ended December 28, 2025, and have not changed materially.

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Item 4.			CONTROLS AND PROCEDURES

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our periodic reports filed or submitted under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms. Our disclosure controls and procedures are also designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

During the fiscal second quarter of 2026, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures at a reasonable assurance level, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective at a reasonable assurance level, as of June 28, 2026.

There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during our most recently completed fiscal quarter that materially affected or are reasonably likely to materially affect our internal control over financial reporting.

The certifications required by Rule 13a-14 of the Exchange Act are filed as exhibits 31.1 and 31.2, respectively, to this Quarterly Report on Form 10-Q.

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PART II. OTHER INFORMATION

Item 1.			LEGAL PROCEEDINGS

See Note 9: Commitments and Contingencies, to our consolidated financial statements found in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Item 1A.			RISK FACTORS

This Quarterly Report on Form 10-Q should be read in conjunction with the risk factors set forth in Part I, Item 1A of our Annual Report filed on Form 10-K for the year ended December 28, 2025. With the exception of the risk factors noted below, which update the specific risk factors in our Annual Report filed on Form 10-K for the year ended December 28, 2025, there have been no material changes from the risk factors previously disclosed therein.

Investing in our securities involves risk. In addition to the updated risk factors below and all other information set forth in this Quarterly Report on Form 10-Q, the risk factors described in Part I, Item 1A of our Annual Report filed on Form 10-K for the year ended December 28, 2025 should be considered in evaluating our future prospects. If any of the events described herein or therein occur, our business, financial condition, results of operations, liquidity, or access to the capital markets could be materially and adversely affected.

Some provisions of our articles of incorporation, our bylaws and Washington law include terms and conditions that could discourage a takeover or other transactions that shareholders may consider favorable.

Our articles of incorporation and bylaws contain provisions that may have the effect of making it more difficult for a third party to acquire or attempt to acquire control of the Company, including:

•no cumulative voting in the election of directors, which limits the ability of minority stockholders to elect director candidates;

•the right of our Board of Directors (the "Board") to elect a director to fill a vacancy created by the expansion of the Board or the resignation, death, or removal of a director in certain circumstances;

•the right of our Board to establish the number of directors serving on our Board at any given time; and

•advance notice procedures that shareholders must comply with in order to nominate candidates to our Board or to propose matters to be acted upon at a shareholders' meeting, which may discourage or deter a potential acquirer from conducting a solicitation of proxies to elect the acquirer's own slate of directors or otherwise attempting to obtain control of the Company.

In the past, in response to unsolicited offers to the Company, the Board has adopted a Shareholder Rights Plan, and may do so again if faced with similar circumstances inconsistent with the best interests of our shareholders. In addition, because we are incorporated in the State of Washington, we are governed by the provisions of Chapter 23B.19 of the Washington Business Corporation Act, which prohibits certain business combinations between us and certain significant shareholders unless specified conditions are met. These provisions in our articles of incorporation, our bylaws and Washington law may also have the effect of delaying or preventing a change of control of the Company, even if this change of control would benefit our shareholders.

Unsolicited acquisition proposals and attempts to acquire control of the Company could cause us to incur significant expense, disrupt our business, result in a proxy contest or litigation and impact our stock price.

We have been, and may continue to be, subject to unsolicited acquisition proposals, tender offers, or proxy contests to gain control of the Company, which could result in substantial costs to the Company and divert management's and our Board's attention and resources from our business. Such events could give rise to perceived uncertainties as to our future, adversely affect our relationships with our employees, clients or suppliers, and make it more difficult to attract and retain qualified personnel. We have been, and may continue to be, required to incur significant fees and other expenses in responding to these events, including for required regulatory responses and third-party advisors. We also may be subjected to shareholder litigation in connection with these events. Our stock price could be subject to significant fluctuations or otherwise be adversely affected by speculative market perceptions about these events, risks and uncertainties.

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For example, we have received unsolicited proposals to buy all or a portion of the Company. After a careful review of these proposals, including consultation with the Company's independent financial and legal advisors regarding the Company's business strategy, historic, current and future valuation, and potential alternative opportunities, they have been unanimously rejected by our Board, as they failed to maximize value for, and were not in the best interests of, the Company's shareholders.

Actions of activist shareholders could cause us to incur substantial costs, divert management's attention and resources, disrupt our business and impact the trading value of our securities.

We value constructive input from investors and regularly engage in dialogue with our shareholders regarding strategy and performance. Activist shareholders or others who disagree with the composition of the Board, our strategy or the way the Company is managed have sought and may again seek to effect change through various strategies and channels, such as through commencing a proxy contest, making public statements critical of our performance or business, or engaging in other similar activities.

Responding to shareholder activism can be costly and time-consuming, be disruptive of our operations, and divert the attention of management and our employees from strategic initiatives. Activist campaigns can create perceived uncertainties as to our future direction, strategy, or leadership and may result in the loss of potential business opportunities, harm our ability to attract and retain employees, investors, and clients, and cause our stock price to experience periods of volatility or stagnation. The process of defending against such activities can divert management's focus from operating our business and implementing our strategic initiatives, and can adversely affect our business, financial condition, and results of operations.

Item 2.			UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The table below includes repurchases of our common stock pursuant to publicly announced plans or programs and those not made pursuant to publicly announced plans or programs during the thirteen weeks ended June 28, 2026.

Period			Total number of shares purchased			Weighted average price paid per share			Total number of shares purchased as part of publicly announced plans or programs			Approximate dollar value that may yet be purchased under plans or programs at period end (1)
03/30/2026 through 04/26/2026			-			$-			-			$33.5 million
04/27/2026 through 05/24/2026			-			$-			-			$33.5 million
05/25/2026 through 06/28/2026			147			$6.76			-			$33.5 million
Total			147			$6.76			-

(1)On January 31, 2022, our Board of Directors authorized a $100.0 million addition to our share repurchase program of our outstanding common stock. The share repurchase program does not obligate us to acquire any particular amount of common stock and does not have an expiration date. As of June 28, 2026, $33.5 million remains available for repurchase under the existing authorization.

Item 3.			DEFAULTS UPON SENIOR SECURITIES

Not applicable.

Item 4.			MINE SAFETY DISCLOSURES

Not applicable.

Item 5.			OTHER INFORMATION

Trading plans

During the fiscal second quarter of 2026, none of our directors or executive officers adopted or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement," as such terms are defined in paragraphs (a) and (c), respectively, of Item 408 of Regulation S-K promulgated under the Securities Act of 1933, as amended.

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Item 6.			INDEX TO EXHIBITS

Incorporated by reference

Exhibit number

Exhibit description

Filed herewith

Form

File no.

Date of first filing

3.1

Amended and Restated Articles of Incorporation.

8-K

001-14543

05/12/2016

3.2

Amended and Restated Bylaws.

10-Q

001-14543

10/30/2017

3.3

Articles of Amendment for the Series A Junior Participating Preferred Stock, as filed with the Secretary of State of Washington on May 14, 2025 (incorporated by reference to Exhibit 3.1 to the Company's Registration Statement on Form 8-A, filed with the Securities and Exchange Commission on May 14, 2025, File No. 001-14543).

8-K

001-14543

05/14/2025

10.1

First Amendment to Rights Agreement, dated as of May 6, 2026, by and between the Company and Computershare Trust Company, N.A., as rights agent.

8-K

001-14543

05/06/2026

10.2*

2016 Omnibus Incentive Plan, as amended and restated, effective May 11, 2026.

X

31.1

Certification of Taryn R. Owen, Chief Executive Officer of TrueBlue, Inc., Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

X

31.2

Certification of Carl R. Schweihs, Chief Financial Officer of TrueBlue, Inc., Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

X

32.1

Certification of Taryn R. Owen, Chief Executive Officer of TrueBlue, Inc. and Carl R. Schweihs, Chief Financial Officer of TrueBlue, Inc., Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

X

101

The following financial statements from the Company's 10-Q, formatted as Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations and Comprehensive Income (Loss), (iii) Consolidated Statements of Cash Flows, and (iv) Notes to consolidated financial statements.

X

104

Cover page interactive data file - The cover page from this Quarterly Report on Form 10-Q is formatted as Inline XBRL

X

*			Indicates a management contract or compensatory plan or arrangement

Copies of Exhibits may be obtained upon request directed to Mr. Garrett Ferencz, TrueBlue, Inc., PO Box 2910, Tacoma, Washington, 98401 and many are available at the SEC's website found at www.sec.gov.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

TrueBlue, Inc.

/s/ Taryn R. Owen

8/4/2026

Signature

Date

By:

Taryn R. Owen, Chief Executive Officer and President

/s/ Carl R. Schweihs

8/4/2026

Signature

Date

By:

Carl R. Schweihs, Chief Financial Officer and Executive Vice President

/s/ Brian Capone

8/4/2026