LFST

• Net income was $23.6 million, compared to a net loss of $3.8 million in the prior-year quarter.
• Adjusted EBITDA was $66.0 million, up 94% from $34.0 million in Q2 2025.
• The company raised full-year 2026 revenue guidance to $1.685-$1.725 billion and Adjusted EBITDA to $215-$235 million.
• Board approved a new $100 million share repurchase program, replacing the prior program.

2.02 Results of Operations and Financial Condition · 7.01 Regulation FD Disclosure · 8.01 Other Events · 9.01 Financial Statements and Exhibits

• Jeffrey Rhodes resigned from the LifeStance Health board and all committees effective July 2, 2026, with no disagreement with the company.
• Justice and Goltermann are Class II directors serving until the 2029 annual meeting; Shabab is a Class III director serving until the 2027 meeting.
• Justice will serve on the audit and quality/compliance committees; Goltermann on compensation and nominating/governance; Shabab on nominating and governance.
• Justice and Goltermann each received 35,492 restricted stock units under the 2021 Equity Incentive Plan, vesting based on time and performance.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements

• At the June 2, 2026 annual meeting, stockholders elected David Bourdon and Robert Bessler as Class II directors for three-year terms.
• Robert Bessler received 280,015,618 votes for and 48,918,753 withheld, with 29,782,714 broker non-votes.
• Stockholders ratified PricewaterhouseCoopers LLP as independent auditor for fiscal year 2026 with 357,756,707 votes for, 209,431 against, and 750,947 abstentions.
• The non-binding advisory vote on named executive officer compensation passed with 322,904,359 votes for, 5,675,861 against, and 354,151 abstentions.

5.07 Submission of Matters to a Vote of Security Holders

• The offering consists of 35,000,000 shares of common stock, all sold by the selling stockholders; the Company received no proceeds.
• The Company agreed to repurchase 6,000,000 shares from the Underwriter at the same price per share paid to the selling stockholders, with no compensation to the Underwriter for the repurchase.
• The offering closed on May 12, 2026.
• Ropes & Gray LLP issued a legal opinion regarding the shares, filed as Exhibit 5.1.

8.01 Other Events · 9.01 Financial Statements and Exhibits

• Net income was $14.2 million in Q1 2026, compared to $0.7 million in Q1 2025.
• Adjusted EBITDA was $51.1 million in Q1 2026, up 48% from $34.6 million in Q1 2025.
• The company raised full-year 2026 revenue guidance to $1.640 billion to $1.680 billion, Center Margin to $547 million to $571 million, and Adjusted EBITDA to $200 million to $220 million.
• Q1 2026 cash flow from operations was $33.1 million, and free cash flow was $22.3 million.

2.02 Results of Operations and Financial Condition · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits

• Lisa Miller, age 52, was promoted to Chief Operating Officer and Principal Operating Officer on March 10, 2026.
• Her annual base salary will be $485,000, with a target bonus of 85% of base salary starting in 2026.
• She will receive an annual equity award with a target grant date value of approximately $1,500,000 under the 2021 Equity Incentive Plan.
• The equity award includes time-based and performance-based restricted stock units vesting over three years.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements

• On February 25, 2026, LifeStance Health Group, Inc. entered into an Underwriting Agreement with J.P. Morgan Securities LLC and the selling stockholders named in the agreement.
• The company agreed to repurchase 7,000,000 shares from the underwriter at the same price per share paid to the selling stockholders, with no compensation to the underwriter for the repurchase.
• The offering closed on March 2, 2026, under the company's existing Form S-3 registration statement.
• Ropes & Gray LLP issued a legal opinion regarding the shares, filed as Exhibit 5.1.

8.01 Other Events · 9.01 Financial Statements and Exhibits

• Kenneth Burdick, Executive Chairman, will become non-executive Chairman of the Board effective March 16, 2026.
• As non-executive chairperson, Burdick will receive an annual cash retainer of $200,000 and an annual RSU grant with a fair value of approximately $500,000.
• LifeStance also reported Q4 and full-year 2025 results, with Q4 revenue of $382.2 million and full-year revenue of $1,424.3 million.
• The Board approved a $100 million share repurchase program on February 24, 2026.

2.02 Results of Operations and Financial Condition · 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 7.01 Regulation FD Disclosure · 8.01 Other Events · 9.01 Financial Statements and Exhibits