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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported)
February 5, 2026


INGLES MARKETS, INCORPORATED
(Exact name of registrant as specified in its charter)


North Carolina
0-14706
56-0846267
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)


P.O. Box 6676, Asheville, NC
28816
(Address of principal executive offices)
(Zip Code)
   
Registrant’s telephone number, including area code
(828)669-2941

N/A
(Former name or former address, if changed since last report.)
                            

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Class A Common Stock, $0.05 par value per share
IMKTA
The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).



Emerging growth company


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.





Item 2.02 Results of Operations and Financial Condition.

On February 5, 2026, Ingles Markets, Incorporated ("IMKTA") issued a press release announcing financial information for its first quarter ended December 27, 2025. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference in this Item 2.02.


Item 7.01 Regulation FD Disclosure.

The disclosure contained in Item 2.02 of this Current Report on Form 8-K is incorporated into this Item 7.01 by reference.

The information contained in this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference into any registration statement or other documents pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except as shall be expressly set forth by specific reference in such filing.


Item 9.01 Financial Statements and Exhibits.

(d)         Exhibits.
         

Exhibit Number
Description of Exhibit

99.1

104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
                          





SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.





INGLES MARKETS, INCORPORATED



(Registrant)





Date: February 5, 2026




By:
/s/ Patricia E. Jackson



Patricia E. Jackson



Chief Financial Officer



EX-99.1 2 ex_916609.htm EXHIBIT 99.1
 

Exhibit 99.1


PRESS RELEASE

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Ingles Markets, Inc.

Contact: Patricia E. Jackson, Chief Financial Officer

pjackson@ingles-markets.com

(828) 669-2941 (Ext. 223)

February 5, 2026

For Immediate Release



Ingles Markets, Incorporated Reports

Results for the First Quarter of Fiscal 2026



ASHEVILLE, N.C. - Ingles Markets, Incorporated (NASDAQ: IMKTA) today reported results for the three months ended December 27, 2025.


Robert P. Ingle II, Chairman of the Board, stated, “We are pleased with the results and want to thank our associates for their continued commitment and efforts throughout the holiday season.”


First Quarter 2026 Results


Net sales totaled $1.37 billion for the quarter ended December 27, 2025, an increase of 6.6% compared with $1.29 billion for the quarter ended December 28, 2024.


Gross profit for the first quarter of fiscal 2026 totaled $334.6 million, or 24.4% of sales. Gross profit for the first quarter of fiscal 2025 was $301.1 million, or 23.4% of sales.


Operating and administrative expenses for the first quarter of fiscal 2026 totaled $295.4 million compared with $280.7 million for the first quarter of fiscal 2025.


Interest expense totaled $4.6 million for the first quarter of fiscal 2026 compared with $5.0 million for the first quarter of fiscal 2025. Total debt at the end of the first quarter of fiscal 2026 was $511.5 million compared with $529.4 million at the end of the first quarter of fiscal 2025.


Net income totaled $28.1 million for the first quarter of fiscal 2026 compared with $16.6 million for the first quarter of fiscal 2025. Basic and diluted earnings per share for Class A Common Stock were $1.51 and $1.48, respectively, for the quarter ended December 27, 2025, compared with $0.89 and $0.87, respectively, for the quarter ended December 28, 2024. Basic and diluted earnings per share for Class B Common Stock were each $1.38 for the quarter ended December 27, 2025, compared with $0.81 for the quarter ended December 28, 2024.


Capital expenditures for the first quarter of fiscal 2026 totaled $36.4 million compared with $37.8 million for the first quarter of fiscal 2025.


As of December 27, 2025, the Company had only a single letter of credit in the amount of $500,000 outstanding under its $150.0 million line of credit and otherwise had no borrowings outstanding thereunder. The Company believes its financial resources, including the line of credit and other internal and anticipated external sources of funds, will be sufficient to meet planned capital expenditures, debt service and working capital requirements for the foreseeable future.



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About Ingles Markets, Incorporated


Ingles Markets, Incorporated is a leading grocer with operations in six southeastern states. Headquartered in Asheville, North Carolina, the Company operates 197 supermarkets. At December 27, 2025, three of the four stores temporarily closed due to damage sustained in Hurricane Helene remained closed, but are expected to reopen during 2026 and 2027. In conjunction with its supermarket operations, the Company operates neighborhood shopping centers, most of which contain an Ingles supermarket. The Company also owns a fluid dairy facility that supplies Ingles supermarkets and unaffiliated customers. To learn more about Ingles Markets visit ingles-markets.com.


Cautionary Note Regarding Forward-Looking Statements


This press release includes certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may address, among other things, our expected financial and operational results and the related assumptions underlying our expected results. These forward-looking statements are distinguished by use of words such as “anticipate,” “aim,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and the negative of these terms, and similar references to future periods. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to, among other things: business and economic conditions generally in the Company’s operating area, including inflation or deflation; shortages of labor, distribution capacity, and some product shortages; inflation in food, labor and gasoline prices; the Company’s ability to successfully implement our expansion and operating strategies; pricing pressures and other competitive factors, including online-based procurement of products the Company sells; sudden or significant changes in the availability of gasoline and retail gasoline prices; the maturation of new and expanded stores; general concerns about food safety; the Company’s ability to manage technology and data security; the availability and terms of financing; and increases in costs, including food, utilities, labor and other goods and services significant to the Company’s operations. Detailed information about these factors and additional important factors can be found in the documents that the Company files with the Securities and Exchange Commission, such as Form 10-K, Form 10-Q and Form 8-K. Forward-looking statements speak only as of the date the statements were made. The Company does not undertake an obligation to update forward-looking information, except to the extent required by applicable law.



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INGLES MARKETS, INCORPORATED

(Amounts in thousands except per share data)


Unaudited Financial Highlights

Condensed Consolidated Statements of Income (Unaudited)


Quarter Ended

December 27,

December 28,

2025

2024

Net sales

$

1,372,978

$

1,288,115

Gross profit

334,558

301,135

Operating and administrative expenses

295,416

280,709

(Loss) gain from sale or disposal of assets

(7

)

3,146

Income from operations

39,135

23,572

Other income, net

2,917

3,297

Interest expense

4,607

5,011

Pretax income

37,445

21,858

Income tax expense

9,317

5,270

Net income

$

28,128

$

16,588

Basic earnings per common share – Class A

$

1.51

$

0.89

Diluted earnings per common share – Class A

$

1.48

$

0.87

Basic earnings per common share – Class B

$

1.38

$

0.81

Diluted earnings per common share – Class B

$

1.38

$

0.81

Additional selected information:

Depreciation and amortization expense

$

30,293

$

30,939

Rent expense

$

1,639

$

1,735


Condensed Consolidated Balance Sheets (Unaudited)


December 27,

September 27,

2025

2025

ASSETS

Cash and cash equivalents

$

361,683

$

366,246

Receivables-net

109,330

106,355

Inventories

485,290

482,979

Other current assets

20,813

19,976

Property and equipment-net

1,518,644

1,515,070

Other assets

74,968

75,429

TOTAL ASSETS

$

2,570,728

$

2,566,055

LIABILITIES AND STOCKHOLDERS' EQUITY

Current maturities of long-term debt

$

17,479

$

17,477

Accounts payable, accrued expenses and current portion of other long-term liabilities

273,495

285,426

Deferred income taxes

60,366

65,040

Long-term debt

494,051

497,289

Other long-term liabilities

84,874

84,891

Total Liabilities

930,265

950,123

Stockholders' equity

1,640,463

1,615,932

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

$

2,570,728

$

2,566,055



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