Flanigans Enterprises Inc: Form 10-Q for the period ended Jun 27, 2026

CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS

Reported financial results may not be indicative of the financial results of future periods. All non-historical information contained in the following discussion constitutes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Words such as “anticipates, appears, expects, trends, intends, hopes, plans, believes, seeks, estimates, may, will,” and variations of these words or similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and involve a number of risks and uncertainties, including but not limited to customer demand and competitive conditions. Factors that could cause actual results to differ materially are included in, but not limited to, those identified in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” in our periodic reports, including our Annual Report on Form 10-K for the fiscal year ended September 27, 2025. We undertake no obligation to publicly release the results of any revisions to these forward-looking statements that may reflect events or circumstances after the date of this report.

OVERVIEW

As of June 27, 2026, Flanigan’s Enterprises, Inc., a Florida corporation, together with its subsidiaries (“we”, “our”, “ours” and “us” as the context requires), (i) operates thirty-two units, consisting of restaurants, package liquor stores, combination restaurant/package liquor stores and a sports bar that we either own or have operational control over and partial ownership in; and (ii) franchises an additional five units, consisting of two restaurants (one of which we operate) and three combination restaurant/package liquor stores. The table below provides information concerning the type (i.e. restaurant, sports bar, package liquor store or combination restaurant/package liquor store) and ownership of the units (i.e. whether (i) we own 100% of the unit; (ii) the unit is owned by a limited partnership of which we are the sole general partner and/or have invested in; or (iii) the unit is franchised by us), as of June 27, 2026 and as compared to September 27, 2025. With the exception of “The Whale’s Rib,” a restaurant we operate but do not own, and “Brendan’s Sports Pub” a restaurant/bar we own, all of the restaurants operate under our service marks “Flanigan’s Seafood Bar and Grill” or “Flanigan’s” and all of the package liquor stores operate under our service marks “Big Daddy’s Liquors” or “Big Daddy’s Wine & Liquors”.

Notes:

(1) We operate a restaurant for one (1) franchisee. This unit is included in the table both as a franchised restaurant, as well as a restaurant operated by us.

Franchise Financial Arrangement: In exchange for providing management and related services to our franchisees and granting them the right to use our service marks “Flanigan’s Seafood Bar and Grill” and “Big Daddy’s Liquors”, our franchisees (four of which are franchised to members of the family of our Chairman of the Board, officers and/or directors), are required to (i) pay to us a royalty equal to 1% of gross package store sales and 3% of gross restaurant sales; and (ii) make advertising expenditures equal to between 1.5% to 3% of all gross sales based upon our actual advertising costs allocated between stores, pro-rata, based upon gross sales.

Limited Partnership Financial Arrangement: We manage and control the operations of all restaurants owned by limited partnerships, except the Fort Lauderdale, Florida restaurant which is owned by a related franchisee. Accordingly, the results of operations of all limited partnership owned restaurants, except the Fort Lauderdale, Florida restaurant are consolidated into our operations for accounting purposes. The results of operations of the Fort Lauderdale, Florida restaurant are accounted for by us utilizing the equity method of accounting. In general, until the investors’ cash investment in a limited partnership (including any cash invested by us and our affiliates) is returned in full, the limited partnership distributes to the investors annually out of available cash from the operation of the restaurant up to 25% of the cash invested in the limited partnership, with no management fee paid to us. Any available cash in excess of the 25% of the cash invested in the limited partnership distributed to the investors annually, is paid one-half (½) to us as a management fee, with the balance distributed to the investors as a return of capital. Once the investors in the limited partnership have received, in full, amounts equal to their cash invested, an annual management fee is payable to us equal to one-half (½) of cash available to the limited partnership, with the other one half (½) of available cash distributed to the investors (including us and our affiliates), as a profit distribution. As of June 27, 2026, all limited partnerships, with the exception of the limited partnership which owns the restaurant in Sunrise, Florida (Store #85), which opened for business in March 2022 and the limited partnership which owns the restaurant in Miramar, Florida (Store #25), which opened for business in April 2023, have returned all cash invested and we receive an annual management fee equal to one-half (½) of the cash available for distribution by the limited partnership. In addition to receipt of distributable amounts from the limited partnerships, we receive a fee equal to 3% of gross sales for use of the service mark “Flanigan’s Seafood Bar and Grill” or “Flanigan’s”.

RESULTS OF OPERATIONS

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Comparison of Thirteen Weeks Ended June 27, 2026 and June 28, 2025.

Revenues. Total revenue for the thirteen weeks ended June 27, 2026 increased $4,309,000 or 8.30% to $56,203,000 from $51,894,000 for the thirteen weeks ended June 28, 2025 due primarily to increased menu prices and higher restaurant and package liquor store traffic. Effective March 1, 2026, we increased our menu prices for our bar offerings to target an increase to our bar revenues of approximately 3.68% annually and we increased our menu prices for our food offerings to target an increase to our food revenues of approximately 3.25% annually. Effective February 23, 2025, we increased our menu prices for our bar offerings to target an increase to our bar revenues of approximately 0.84% annually. Effective December 4, 2024, we increased our menu prices for our bar offerings to target an increase to our bar revenues of approximately 4.90% annually and effective November 17, 2024 we increased our menu prices for our food offerings to target an increase to our food revenues of approximately 4.14% annually (collectively the “Recent Price Increases”).

Restaurant Food Sales. Restaurant revenue generated from the sale of food, including non-alcoholic beverages, at restaurants totaled $34,436,000 for the thirteen weeks ended June 27, 2026 as compared to $31,933,000 for the thirteen weeks ended June 28, 2025. This increase in restaurant food sales is attributable to the Recent Price Increases and increased restaurant traffic. Comparable weekly restaurant food sales for restaurants open for all of the thirteen weeks ended June 27, 2026 and June 28, 2025 respectively, which consists of eleven restaurants owned by us and ten restaurants owned by affiliated limited partnerships was $2,623,000 and $2,431,000 for the thirteen weeks ended June 27, 2026 and June 28, 2025, respectively, an increase of 7.90%. Comparable weekly restaurant food sales for Company-owned restaurants was $1,243,000 and $1,153,000 for the thirteen weeks ended June 27, 2026 and June 28, 2025, respectively, an increase of 7.81%. Comparable weekly restaurant food sales for affiliated limited partnership owned restaurants only was $1,380,000 and $1,278,000 for the thirteen weeks ended June 27, 2026 and June 28, 2025, respectively, an increase of 7.98%. We expect that restaurant food sales, including non-alcoholic beverages, for the balance of our fiscal year 2026 will increase due to the Recent Price Increases.

Restaurant Bar Sales. Restaurant revenue generated from the sale of alcoholic beverages at restaurants totaled $8,242,000 for the thirteen weeks ended June 27, 2026 as compared to $7,931,000 for the thirteen weeks ended June 28, 2025. The increase in restaurant bar sales during the thirteen weeks ended June 27, 2026 is primarily due to the Recent Price Increases, partially offset by the softening of alcohol consumption at our restaurants. Comparable weekly restaurant bar sales for restaurants open for all of the thirteen weeks ended June 27, 2026 and June 28, 2025, which consists of eleven restaurants owned by us and ten restaurants owned by affiliated limited partnerships was $634,000 and $610,000 for the thirteen weeks ended June 27, 2026 and June 28, 2025, respectively, an increase of 3.93%. Comparable weekly restaurant bar sales for Company-owned restaurants only was $277,000 and $268,000 for the thirteen weeks ended June 27, 2026 and June 28, 2025, respectively, an increase of 3.36%. Comparable weekly restaurant bar sales for affiliated limited partnership owned restaurants only was $357,000 and $342,000 for the thirteen weeks ended June 27, 2026 and June 28, 2025, an increase of 4.39%. We expect that restaurant bar sales for the balance of our fiscal year 2026 will increase due to the Recent Price Increases, partially offset by the softening of alcohol consumption at our restaurants.

Package Store Sales. Revenue generated from sales of liquor and related items at package liquor stores totaled $12,979,000 for the thirteen weeks ended June 27, 2026 as compared to $11,522,000 for the thirteen weeks ended June 28, 2025, an increase of $1,457,000. This increase was primarily due to increased package liquor store traffic, including e-commerce sales. The weekly average of same store package liquor store sales, which includes eleven Company-owned package liquor stores was $998,000 and $886,000 for the thirteen weeks ended June 27, 2026 and June 28, 2025, respectively, an increase of 12.64%. We expect that package liquor store sales for the balance of our fiscal year 2026 will increase due to increased package liquor store traffic, including from e-commerce.

Costs and Expenses. Costs and expenses (consisting of cost of merchandise sold, payroll and related costs, operating expenses, occupancy costs, selling, general and administrative expenses and depreciation and amortization), for the thirteen weeks ended June 27, 2026 increased $3,161,000 or 6.45% to $52,203,000 from $49,042,000 for the thirteen weeks ended June 28, 2025. The increase was primarily due to increased cost of merchandise sold, payroll costs, operating expenses and selling, general and administrative expenses, partially offset by actions taken by management to reduce and/or control costs. We anticipate that our costs and expenses will continue to increase through the balance of our fiscal year 2026. Costs and expenses decreased as a percentage of total revenue to approximately 92.88% for the thirteen weeks ended June 27, 2026 from 94.50% for the thirteen weeks ended June 28, 2025.

Gross Profit. Gross profit is calculated by subtracting the cost of merchandise sold from sales.

Restaurant Food Sales and Bar Sales. Gross profit for food and bar sales for the thirteen weeks ended June 27, 2026 increased to $28,989,000 from $26,901,000 for the thirteen weeks ended June 28, 2025. Our gross profit margin for restaurant food and bar sales (calculated as gross profit reflected as a percentage of restaurant food and bar sales), increased to 67.92% for the thirteen weeks ended June 27, 2026 as compared to 67.48% for the thirteen weeks ended June 28, 2025 due primarily to the Recent Price Increases.

Package Store Sales. Gross profit for package store sales for the thirteen weeks ended June 27, 2026 increased $386,000 to $3,129,000 from $2,743,000 for the thirteen weeks ended June 28, 2025. Our gross profit margin (calculated as gross profit reflected as a percentage of package liquor store sales), for package store sales increased to 24.11% for the thirteen weeks ended June 27, 2026, as compared to 23.81% for the thirteen weeks ended June 28, 2025, primarily due to lower costs for select product offerings and effective promotional activity, partially offset by competitive pricing strategies. We anticipate that the gross profit margin for package liquor store merchandise will decrease for the balance of our fiscal 2026 due to higher overall costs and a reduction in pricing of certain package store merchandise to remain competitive.

Payroll and Related Costs. Payroll and related costs for the thirteen weeks ended June 27, 2026 increased $692,000 or 4.30% to $16,798,000 from $16,106,000 for the thirteen weeks ended June 28, 2025. Payroll and related costs for the thirteen weeks ended June 27, 2026 were higher due primarily to the Florida minimum wage increase. Payroll and related costs as a percentage of total revenue was 29.89% for the thirteen weeks ended June 27, 2026 and 31.04% of total revenue for the thirteen weeks ended June 28, 2025.

Operating Expenses. Operating expenses (including but not limited to utilities, insurance, cleaning, credit card fees, supplies, security, and other costs closely related to operating restaurant and package stores) for the thirteen weeks ended June 27, 2026 increased $188,000 or 2.70% to $7,160,000 from $6,972,000 for the thirteen weeks ended June 28, 2025 due primarily to inflation and increases in expenses across all categories.

Occupancy Costs. Occupancy costs (consisting of percentage rent, common area maintenance, repairs, real property taxes, amortization of leasehold interests and rent expense associated with operating lease liabilities under ASC 842) for the thirteen weeks ended June 27, 2026 increased $110,000 or 5.55% to $2,091,000 from $1,981,000 for the thirteen weeks ended June 28, 2025.

Selling, General and Administrative Expenses. Selling, general and administrative expenses (consisting of general corporate expenses, including but not limited to advertising, professional costs, clerical and administrative overhead) for the thirteen weeks ended June 27, 2026 increased $338,000 or 31.47% to $1,412,000 from $1,074,000 for the thirteen weeks ended June 28, 2025 due primarily to increased legal costs. Selling, general and administrative expenses increased as a percentage of total revenue for the thirteen weeks ended June 27, 2026 to 2.51% as compared to 2.07% for the thirteen weeks ended June 28, 2025.

Depreciation and Amortization. Depreciation and amortization expense for the thirteen weeks ended June 27, 2026 increased $36,000 or 3.08% to $1,203,000 from $1,167,000 for the thirteen weeks ended June 28, 2025. Depreciation and amortization decreased as a percentage of total revenue for the thirteen weeks ended June 27, 2026 to 2.14% as compared to 2.25% for the thirteen weeks ended June 28, 2025.

Interest Expense, Net. Interest expense, net, for the thirteen weeks ended June 27, 2026 increased $147,000 to $384,000 from $237,000 for the thirteen weeks ended June 28, 2025 due to the two new mortgages on store #19 and store #75 and the Calusa refinancing.

Rental Income / Rental Expense. Rental income was $296,000 and rental expense was $144,000 for the thirteen weeks ended June 27, 2026, while rental income was $270,000 and rental expense was $148,000 for the thirteen weeks ended June 28, 2025. Previously, rental income was presented in Revenues and rental expense was presented in Occupancy costs, Operating expenses and Selling, general and administrative expenses, however, both rental income and rental expense are now presented in Other Income.

Income Taxes. Income tax expense for the thirteen weeks ended June 27, 2026 was $339,000 compared to $242,000 for the thirteen weeks ended June 28, 2025. This is primarily due to the tax expense that is anticipated based on the projected pre-tax income and permanent differences.

Net Income. Net income for the thirteen weeks ended June 27, 2026 increased $971,000 or 39.01% to $3,460,000 from $2,489,000 for the thirteen weeks ended June 28, 2025 due primarily to the Recent Price Increases, partially offset by overall increased expenses. As a percentage of total revenue, net income for the thirteen weeks ended June 27, 2026 is 6.16% as compared to 4.80% for the thirteen weeks ended June 28, 2025.

Net Income attributable to Flanigan’s Enterprises, Inc. Stockholders. Net income attributable to Flanigan’s Enterprises, Inc. stockholders for the thirteen weeks ended June 27, 2026 increased $669,000 or 48.06% to $2,061,000 from $1,392,000 for the thirteen weeks ended June 28, 2025 due primarily to the Recent Price Increases, partially offset by overall increased expenses. As a percentage of total revenue, net income attributable to stockholders for the thirteen weeks ended June 27, 2026 is 3.67% as compared to 2.68% for the thirteen weeks ended June 28, 2025.

Comparison of Thirty-Nine Weeks Ended June 27, 2026 and June 28, 2025.

Revenues. Total revenue for the thirty-nine weeks ended June 27, 2026 increased $10,038,000 or 6.47% to $165,286,000 from $155,248,000 for the thirty-nine weeks ended June 28, 2025 due primarily to the Recent Price Increases and higher restaurant and package liquor store traffic.

Restaurant Food Sales. Restaurant revenue generated from the sale of food, including non-alcoholic beverages, at restaurants totaled $99,976,000 for the thirty-nine weeks ended June 27, 2026 as compared to $93,645,000 for the thirty-nine weeks ended June 28, 2025. This increase in restaurant food sales is attributable to the Recent Price Increases and increased restaurant traffic. Comparable weekly restaurant food sales for restaurants open for all of the thirty-nine weeks ended June 27, 2026 and June 28, 2025 respectively, which consists of eleven restaurants owned by us and ten restaurants owned by affiliated limited partnerships was $2,538,000 and $2,378,000 for the thirty-nine weeks ended June 27, 2026 and June 28, 2025, respectively, an increase of 6.73%. Comparable weekly restaurant food sales for Company-owned restaurants was $1,205,000 and $1,128,000 for the thirty-nine weeks ended June 27, 2026 and June 28, 2025, respectively, an increase of 6.83%. Comparable weekly restaurant food sales for affiliated limited partnership owned restaurants only was $1,333,000 and $1,250,000 for the thirty-nine weeks ended June 27, 2026 and June 28, 2025, respectively, an increase of 6.64%. We expect that restaurant food sales, including non-alcoholic beverages, for the balance of our fiscal year 2026 will increase due to the Recent Price Increases.

Restaurant Bar Sales. Restaurant revenue generated from the sale of alcoholic beverages at restaurants totaled $24,488,000 for the thirty-nine weeks ended June 27, 2026 as compared to $24,087,000 for the thirty-nine weeks ended June 28, 2025. The increase in restaurant bar sales during the thirty-nine weeks ended June 27, 2026 is primarily due to the Recent Price Increases, partially offset by the softening of alcohol consumption at our restaurants. Comparable weekly restaurant bar sales for restaurants open for all of the thirty-nine weeks ended June 27, 2026 and June 28, 2025, which consists of eleven restaurants owned by us and ten restaurants owned by affiliated limited partnerships was $628,000 and $618,000 for the thirty-nine weeks ended June 27, 2026 and June 28, 2025, respectively, an increase of 1.62%. Comparable weekly restaurant bar sales for Company-owned restaurants only was $278,000 and $276,000 for the thirty-nine weeks ended June 27, 2026 and June 28, 2025, respectively, an increase of 0.72%. Comparable weekly restaurant bar sales for affiliated limited partnership owned restaurants only was $350,000 and $342,000 for the thirty-nine weeks ended June 27, 2026 and June 28, 2025, an increase of 2.34%. We expect that restaurant bar sales for the balance of our fiscal year 2026 will increase due to the Recent Price Increases, partially offset by the softening of alcohol consumption at our restaurants.

Package Store Sales. Revenue generated from sales of liquor and related items at package liquor stores totaled $39,219,000 for the thirty-nine weeks ended June 27, 2026 as compared to $36,008,000 for the thirty-nine weeks ended June 28, 2025, an increase of $3,211,000. This increase was primarily due to increased package liquor store traffic, including e-commerce sales. The weekly average of same store package liquor store sales, which includes eleven Company-owned package liquor stores was $1,006,000 and $923,000 for the thirty-nine weeks ended June 27, 2026 and June 28, 2025, respectively, an increase of 8.99%. We expect that package liquor store sales for the balance of our fiscal year 2026 will increase due to increased package liquor store traffic, including from e-commerce.

Costs and Expenses. Costs and expenses (consisting of cost of merchandise sold, payroll and related costs, operating expenses, occupancy costs, selling, general and administrative expenses and depreciation and amortization), for the thirty-nine weeks ended June 27, 2026 increased $7,320,000 or 4.94% to $155,448,000 from $148,128,000 for the thirty-nine weeks ended June 28, 2025. The increase was primarily due to increased cost of merchandise sold, payroll and operating expenses partially offset by actions taken by management to reduce and/or control costs. We anticipate that our costs and expenses will continue to increase through the balance of our fiscal year 2026. Costs and expenses decreased as a percentage of total revenue to approximately 94.05% for the thirty-nine weeks ended June 27, 2026 from 95.41% for the thirty-nine weeks ended June 28, 2025.

Gross Profit. Gross profit is calculated by subtracting the cost of merchandise sold from sales.

Restaurant Food Sales and Bar Sales. Gross profit for food and bar sales for the thirty-nine weeks ended June 27, 2026 increased to $83,555,000 from $78,005,000 for the thirty-nine weeks ended June 28, 2025. Our gross profit margin for restaurant food and bar sales (calculated as gross profit reflected as a percentage of restaurant food and bar sales), increased to 67.13% for the thirty-nine weeks ended June 27, 2026 as compared to 66.26% for the thirty-nine weeks ended June 28, 2025 due primarily to the Recent Price Increases.

Package Store Sales. Gross profit for package store sales for the thirty-nine weeks ended June 27, 2026 increased to $9,587,000 from $9,079,000 for the thirty-nine weeks ended June 28, 2025. Our gross profit margin (calculated as gross profit reflected as a percentage of package liquor store sales), for package store sales decreased to 24.44% for the thirty-nine weeks ended June 27, 2026, as compared to 25.21% for the thirty-nine weeks ended June 28, 2025, due primarily to higher costs and competitive pricing strategies. We anticipate that the gross profit margin for package liquor store merchandise will decrease for the balance of our fiscal 2026 due to higher costs and a reduction in pricing of certain package store merchandise to remain competitive.

Payroll and Related Costs. Payroll and related costs for the thirty-nine weeks ended June 27, 2026 increased $1,943,000 or 4.04% to $49,979,000 from $48,036,000 for the thirty-nine weeks ended June 28, 2025. Payroll and related costs for the thirty-nine weeks ended June 27, 2026 were higher due primarily to the Florida minimum wage increase. Payroll and related costs as a percentage of total revenue was 30.24% for the thirty-nine weeks ended June 27, 2026 and 30.94% of total revenue for the thirty-nine weeks ended June 28, 2025.

Operating Expenses. Operating expenses (including but not limited to utilities, insurance, cleaning, credit card fees, supplies, security, and other costs closely related to operating restaurant and package stores) for the thirty-nine weeks ended June 27, 2026 increased $723,000 or 3.59% to $20,837,000 from $20,114,000 for the thirty-nine weeks ended June 28, 2025 due primarily to inflation and increases in expenses across all categories.

Occupancy Costs. Occupancy costs (consisting of percentage rent, common area maintenance, repairs, real property taxes, amortization of leasehold interests and rent expense associated with operating lease liabilities under ASC 842) for the thirty-nine weeks ended June 27, 2026 increased $350,000 or 5.98% to $6,198,000 from $5,848,000 for the thirty-nine weeks ended June 28, 2025.

Selling, General and Administrative Expenses. Selling, general and administrative expenses (consisting of general corporate expenses, including but not limited to advertising, professional costs, clerical and administrative overhead) for the thirty-nine weeks ended June 27, 2026 increased $306,000 or 7.65% to $4,306,000 from $4,000,000 for the thirty-nine weeks ended June 28, 2025 due primarily to increased legal costs. Selling, general and administrative expenses increased as a percentage of total revenue for the thirty-nine weeks ended June 27, 2026 to 2.61% as compared to 2.58% for the thirty-nine weeks ended June 28, 2025.

Depreciation and Amortization. Depreciation and amortization expense for the thirty-nine weeks ended June 27, 2026 increased $113,000 or 3.25% to $3,587,000 from $3,474,000 for the thirty-nine weeks ended June 28, 2025. Depreciation and amortization decreased as a percentage of total revenue for the thirty-nine weeks ended June 27, 2026 to 2.17% as compared to 2.24% for the thirty-nine weeks ended June 28, 2025.

Interest Expense, Net. Interest expense, net, for the thirty-nine weeks ended June 27, 2026 increased $156,000 to $878,000 from $722,000 for the thirty-nine weeks ended June 28, 2025 due to the two new mortgages on store #19 and store #75 and the Calusa refinancing.

Rental Income / Rental Expense. Rental income was $917,000 and rental expense was $411,000 for the thirty-nine weeks ended June 27, 2026, while rental income was $810,000 and rental expense was $463,000 for the thirty-nine weeks ended June 28, 2025. Previously, rental income was presented in Revenues and rental expense was presented in Occupancy costs, Operating expenses and Selling, general and administrative expenses, however, both rental income and rental expense are now presented in Other Income.

Income Taxes. Income tax expense for the thirty-nine weeks ended June 27, 2026 was $913,000 compared to $588,000 for the thirty-nine weeks ended June 28, 2025. This is primarily due to the tax expense that is anticipated based on the projected pre-tax income and permanent differences.

Net Income. Net income for the thirty-nine weeks ended June 27, 2026 increased $2,330,000 or 36.03% to $8,797,000 from $6,467,000 for the thirty-nine weeks ended June 28, 2025 due primarily to the Recent Price Increases, partially offset by overall increased expenses. As a percentage of total revenue, net income for the thirty-nine weeks ended June 27, 2026 is 5.32% as compared to 4.17% for the thirty-nine weeks ended June 28, 2025.

Net Income attributable to Flanigan’s Enterprises, Inc. Stockholders. Net income attributable to Flanigan’s Enterprises, Inc. stockholders for the thirty-nine weeks ended June 27, 2026 increased $1,604,000 or 38.77% to $5,741,000 from $4,137,000 for the thirty-nine weeks ended June 28, 2025 due primarily to the Recent Price Increases, partially offset by overall increased expenses. As a percentage of total revenue, net income attributable to stockholders for the thirty-nine weeks ended June 27, 2026 is 3.47% as compared to 2.66% for the thirty-nine weeks ended June 28, 2025.

Menu Price Increases and Trends

During the second quarter of our fiscal year 2026, we increased our menu prices for our bar offerings (effective March 1, 2026) to target an increase to our bar revenues of approximately 3.68% annually and we increased our menu prices for our food offerings (effective March 1, 2026) to target an increase to our food revenues of approximately 3.25% annually to offset higher food and liquor costs and higher overall expenses. During the second quarter of our fiscal year 2025, we increased our menu prices for our bar offerings (effective February 23, 2025) to target an increase to our bar revenues of approximately 0.84% annually to offset higher food and liquor costs and higher overall expenses. During the first quarter of our fiscal year 2025, we increased our menu prices for our bar offerings (effective December 4, 2024) to target an increase to our bar revenues of approximately 4.90% annually and we increased our menu prices for our food offerings (effective November 17, 2024) to target an increase to our food revenues of approximately 4.14% annually to offset higher food and liquor costs and higher overall expenses.

Liquidity and Capital Resources

We fund our operations through cash from operations and borrowings from third parties. As of June 27, 2026, we had cash and cash equivalents of approximately $28,843,000, an increase of $8,749,000 from our cash balance of $20,094,000 as of September 27, 2025. This increase is primarily due to proceeds from borrowings for store #19 and store #75 and the Calusa refinancing as well as higher revenue.

In the third quarter of our fiscal year 2026, we paid $8.45 million for the purchase of the Stuart Property.

In the third quarter of our fiscal year 2025, we paid $2.2 million for the purchase of undeveloped land in Cutler Bay, Florida for a future restaurant site. This acquisition reflects our ongoing investment in strategic expansion. While no construction has commenced as of the reporting date, site planning is underway and management anticipates capital expenditures related to site development and build-out in future fiscal quarters.

Inflation is affecting all aspects of our operations, including but not limited to food, beverage, fuel and labor costs. Supply chain issues also contribute to inflation. Inflation is having a material impact on our operating results.

We believe that our current cash availability from our cash on hand, positive cash flow from operations, and proceeds from borrowings will be sufficient to fund our operations and planned capital expenditures for at least the next twelve months.

Cash Flows

The following table is a summary of our cash flows for the thirty-nine weeks ended June 27, 2026 and June 28, 2025.

(in thousands)

During the thirty-nine weeks ended June 27, 2026 our Board of Directors declared a cash dividend of $0.60 per share to shareholders of record on June 10, 2026 and was made payable on June 26, 2026. During the thirty-nine weeks ended June 28, 2025 our Board of Directors declared a cash dividend of $0.55 per share to shareholders of record on June 12, 2025 and was made payable on June 27, 2025. Any future determination to pay cash dividends will be at our Board’s discretion and will depend upon our financial condition, operating results, capital requirements and such other factors as our Board deems relevant.

Capital Expenditures

In addition to using cash for our operating expenses, we use cash generated from operations and borrowings to fund the development and construction of new restaurants and to fund capitalized property improvements for our existing restaurants. During the thirty-nine weeks ended June 27, 2026, we acquired property and equipment of $11,105,000, (of which $8.45 million was for the purchase of the Stuart Property and $48,000 was purchase deposits transferred to property and equipment), including $488,000 for renovations to seven Company-owned locations and $251,000 for renovations to three limited partnership owned restaurants. During the thirty-nine weeks ended June 28, 2025, we acquired property and equipment of $4,956,000, (of which $2.2 million was for the purchase of the Cutler Bay Property and $57,000 was purchase deposits transferred to property and equipment), including $285,000 for renovations to four Company-owned locations and $43,000 for renovations to one limited partnership owned restaurant.

We anticipate the cost of refurbishment in our fiscal year 2026 will be approximately $750,000, although capital expenditures for our refurbishing program for fiscal year 2026 may be significantly higher.

Long-Term Debt

As of June 27, 2026, we had long-term debt (including the current portion) of $31,434,000, as compared to $20,618,000 as of September 27, 2025.

During the first quarter of our fiscal year 2026, we refinanced with our institutional lender, our mortgage loan encumbering the real property and improvements located at Flanigan’s Calusa Center 12750 – 12790 S.W. 88th Street, Miami, Florida without increasing the principal amount borrowed at that time ($5,676,856). Flanigan’s Calusa Center includes our limited partnership owned Flanigan’s Seafood Bar and Grill restaurant (Store #70) and our corporate-owned Big Daddy’s Wine & Liquors (Store #45). The refinanced mortgage loan accrued interest at a fluctuating rate per year equal to the sum of (i) the greater of the Term SOFR Daily Floating Rate or the Index Floor (which was 0.00%) and (ii) 2.25%, with the first payment of principal and interest due January 31, 2026 and monthly thereafter on the last day of each month until November 30, 2030 when the entire principal payment and all accrued interest was to be due in full. We received no excess funds from the refinancing of this mortgage loan.

During the third quarter of our fiscal year 2026, we again refinanced with our institutional lender, our mortgage loan encumbering the real property and improvements located at 12750 – 12790 S.W. 88th Street, Miami, Florida increasing the principal amount borrowed to $11,100,000 to withdraw equity of approximately $5,495,000 which we used towards our purchase of the Stuart Property. The refinanced mortgage loan earns interest at 5.995% annually, with the first payment of principal and interest in the amount of $94,835.36 due April 30, 2026 and monthly thereafter on the last day of each month until February 28, 2041, when the entire principal payment and all accrued interest is due in full.

During the third quarter of our fiscal year 2026, we financed with our institutional lender, our real property and improvements located at 2505 N. University Drive, Buildings A & B, Hollywood, Florida where we operate our Flanigan’s Seafood Bar and Grill restaurant (Store #19, Building B) and our Big Daddy’s Wine & Liquors (Store #19, Building A). The principal amount borrowed was $3,375,000, which we used towards our purchase of the Stuart Property. The mortgage loan earns interest at 5.995% annually, with the first payment of principal and interest in the amount of $28,835.08 due April 30, 2026 and monthly thereafter on the last day of each month until February 28, 2041, when the entire principal payment and all accrued interest is due in full.

During the third quarter of our fiscal year 2026, we financed with our institutional lender, our real property and improvements located at 950 S Federal Highway, Stuart, Florida where we operate our Flanigan’s Seafood Bar and Grill restaurant (Store #75). The principal amount borrowed was $3,150,000, which we will use as working capital. The mortgage loan earns interest at 5.975% annually, with the first payment of principal and interest in the amount of $26,759.18 due June 30, 2026 and monthly thereafter on the last day of each month until May 31, 2033, when the entire principal payment and all accrued interest is due in full.

As of June 27, 2026, we are in compliance with all of the covenants contained in our loan agreements.

Purchase Commitments

In order to fix the cost and ensure adequate supply of baby back ribs for our restaurants for calendar year 2026, we entered into a purchase agreement with our existing rib supplier, whereby we agreed to purchase approximately $9.2 million of “2.5 & Down Baby Back Ribs” (weight range in which baby back ribs are sold) during calendar year 2026, at a prescribed cost, which we believe is competitive. For calendar year 2025, we entered into a purchase agreement with a new rib supplier, whereby we agreed to purchase approximately $7.8 million of “2.5 & Down Baby Back Ribs” during calendar year 2025, at a prescribed cost, which we believed was competitive. The increase in our cost of baby back ribs for calendar year 2026 compared to calendar year 2025 is due to an increase in market price and quantity ordered.

While we anticipate purchasing all of our rib supply from our current rib vendor, we believe there are several other alternative vendors available, if needed.

Master Service Agreement

During the first quarter of our fiscal year 2025, we entered into a Master Services Agreement with our current major vendor for a period of one year effective January 1, 2025, with Company options for four one-year renewal options to extend the term of the same. In this Master Service Agreement, as in our prior Master Service Agreements, we commit to purchase specific products through our current major vendor but are free to purchase other products through other vendors, provided no less than 80% of our overall product needs are purchased through our current major vendor. During the fourth quarter of our fiscal year 2025, we exercised the first one-year renewal option and extended the term of the Master Services Agreement for a period of one year effective January 1, 2026. Subsequent to the end of the third quarter of our fiscal year 2026, we exercised the second one-year renewal option and extended the term of the Master Services Agreement for a period of one year effective January 1, 2027.

Working Capital

The table below summarizes the current assets, current liabilities, and working capital for our fiscal quarter ended June 27, 2026, and our fiscal year ended September 27, 2025.

(in thousands)

While there can be no assurance due to, among other things, unanticipated expenses or unanticipated decline in revenues, or both, we believe that our cash on hand and positive cash flow from operations and proceeds from borrowings will adequately fund operations, debt reductions and planned capital expenditures throughout our fiscal year 2026.

Off-Balance Sheet Arrangements

The Company does not have off-balance sheet arrangements.

Critical Accounting Policies and Estimates

We describe our significant accounting policies in Note 1. “Summary of Significant Accounting Policies” of our consolidated financial statements included in Item 8. “Financial Statements and Supplementary Data” of our Annual Report on Form 10-K for the fiscal year ended September 27, 2025.

Critical accounting estimates are those that we believe are both significant and require us to make difficult, subjective or complex judgments, often because we need to estimate the effect of inherently uncertain matters. We base our estimates and judgments on historical experiences and other assumptions that we believe are reasonable under the circumstances and we evaluate these estimates on an ongoing basis. Actual results may differ from these estimates and we might obtain different estimates if we use different assumptions or factors.

Leases

We currently lease a portion of our restaurant and package locations under various lease agreements. Determining the probable term for each lease requires judgment by management and can impact the classification and accounting for a lease as financing or operating, as well as the period for straight-lined rent expense and the depreciation period for leasehold improvements. Generally, the lease term is a minimum of the noncancelable period of the lease or the lease term inclusive of reasonably certain renewal periods up to a term of 15 years. If the estimate of our reasonably certain lease term was changed, our depreciation and rent expense could differ materially. To determine the present value of lease payments not yet paid, we estimate incremental borrowing rates (IBR) corresponding to the reasonably certain lease term. The IBR is an estimate based on several factors, including financial market conditions, comparable company and credit analysis as well as management judgment. If the IBR was changed, our operating lease right-of-use assets and lease liabilities could differ materially.

Estimated Useful Lives of Property and Equipment

The estimates of useful lives for property and equipment are significant estimates. Expenditures for the leasehold improvements and equipment when a restaurant is first constructed are material. In addition, periodic refurbishing takes place and those expenditures can be material. We estimate the useful life of those assets by considering, among other things, expected use, life of the lease on the building, and warranty period, if applicable. The assets are then depreciated using a straight-line method over those estimated lives. These estimated lives are reviewed periodically and adjusted if necessary. Any necessary adjustment to depreciation expense is made in the income statement of the period in which the adjustment is determined to be necessary.

Valuation of Long-Lived Assets

We continually evaluate whether events and circumstances have occurred that may warrant revision of the estimated life of our intangible and other long-lived assets and/or whether the remaining balance of our intangible and other long-lived assets should be evaluated for possible impairment. If and when such factors, events or circumstances indicate that intangible and/or other long-lived assets should be evaluated for possible impairment, we will determine the fair value of the asset by making an estimate of expected future cash flows over the remaining lives of the respective assets and compare that fair value with the carrying value of the assets in measuring their recoverability. In determining the expected future cash flows, the assets will be grouped at the lowest level for which there are cash flows, at the individual store level.

Income Taxes

We account for our income taxes using FASB ASC Topic 740, “Income Taxes”, which requires among other things, recognition of future tax benefits measured at enacted rates attributable to deductible temporary differences between financial statement and income tax basis of assets and liabilities and tax credits to the extent that realization of said tax benefits is more likely than not. For discussion regarding our carryforwards refer to Note 10 in the consolidated financial statements for our fiscal year 2025.

Inflation

The primary inflationary factors affecting our operations are food, beverage and labor costs. A large number of restaurant personnel are paid at rates based upon applicable minimum wage and increases in minimum wage directly affect labor costs. Inflation is having a material impact on our operating results, especially rising food, fuel and labor costs. We have endeavored to offset the adverse effects of cost increases by increasing our menu prices.

We do not ordinarily hold market risk sensitive instruments for trading purposes and as of June 27, 2026 held no equity securities.

Economic Risk

The current government administration has imposed changes in trade policy, including an increase in the use of tariffs which has resulted in retaliatory tariffs by other countries, shifts in immigration policies and international relations and changes to the overall regulation and enforcement by government agencies. We cannot predict the timing or impact, if any, of such actions.

Our operations and financial results are adversely affected by increased commodity and energy volatility resulting from the ongoing conflict in the Middle East, specifically involving Iran. The escalation of hostilities has led to significant fluctuations in global oil and natural gas prices. Furthermore, if energy prices remain elevated, we may experience sustained inflationary pressure on key food commodities and packaging materials.

Legislative and Regulatory Risk

On July 4, 2025, the One Big Beautiful Bill Act (Public Law No. 119-21) was signed into law. Among other provisions, the legislation includes certain tax incentives and regulatory changes applicable to businesses in the food service and hospitality industries. The legislation has multiple effective dates with certain provisions to be implemented through 2027. We continue to evaluate the remaining regulatory changes and phased effective dates of the Act through 2027 to determine any material impacts on our consolidated financial statements.

Interest Rate Risk

As part of our ongoing operations, we are exposed to interest rate fluctuations on our borrowings. We use interest rate swap agreements to manage these risks. These instruments are not used for speculative purposes but are used to modify variable rate obligations into fixed rate obligations.

At June 27, 2026, we had one variable rate instrument outstanding that is impacted by changes in interest rates. In September 2022, we refinanced the mortgage loan encumbering the property where our combination package liquor store and restaurant located at 4 N. Federal Highway, Hallandale Beach, Florida, (Store #31) operates, which mortgage loan is held by an unaffiliated third-party lender (the “$8.90M Loan”). Effective November 15, 2024, the publication of BSBY was terminated and as of such date, the variable rate of interest under our debt instrument is equal to the lender’s 1 Month CME Term Secured Overnight Financing Rate (“SOFR”), plus 10 basis points, as an equivalent alternative approved by the lender. As of June 27, 2026 the variable interest rate was 5.22%.

As a means of managing our interest rate risk on this debt instrument, we entered into an interest rate swap agreement with an unrelated third-party lender in September 2022 to convert this variable rate debt obligation to a fixed rate. On November 22, 2024, we terminated the $8.90M Term Loan Swap entered into in September 2022, and simultaneously entered into a new interest rate swap agreement for $8,015,601, the balance due on the $8.90M Loan, which requires us to pay interest for twelve years, ten months, which is the balance of the original fifteen year period at a fixed rate of 4.90% on an initial amortizing notional principal amount of $8,015,601, while receiving interest for the same period at the lender’s 1 Month CME Term Secured Overnight Financing Rate (“SOFR”), plus 10 basis points, at the same amortizing notional principal amount. During the second quarter of our fiscal year 2025, we recognized $290,000 of non-cash gains, net of tax, related to the above interest rate swap agreement as interest and other income. We determined that the new interest rate swap agreement is an economic hedge and beginning in the second quarter of our fiscal year 2025, we recognize the changes in fair value on our interest rate swap in interest and other income on our condensed consolidated statements of income.

During the thirty-nine weeks ended June 27, 2026, we had an aggregate principal amount of approximately $865,000 of 90-day government guaranteed certificates of deposit at fixed annual interest rates between 3.75% and 3.9%. Otherwise, at June 27, 2026, our cash resources offset our bank charges and any excess cash resources earn interest at variable rates. Accordingly, our return on these funds may be affected by fluctuations in interest rates.

There is no assurance that interest rates will increase or decrease over our next fiscal year or that an increase in interest rates will not have a material adverse effect on our operations.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed with the U.S. Securities and Exchange Commission (the “SEC”) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

As of June 27, 2026, an evaluation was performed under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934). Based on that evaluation, management, including our Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures were effective as of June 27, 2026.

Changes in Internal Control Over Financial Reporting

During the third quarter of our fiscal year 2026, we have not made any changes to our internal controls over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.