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Missouri
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0-12919
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45-3189287
|
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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3551 Plano Parkway, The Colony, Texas
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75056
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|
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
|
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Common Stock, $0.01 par value
|
RAVE
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|
|
☐
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02
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Results of Operations and Financial Condition
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|
Item 9.01
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Financial Statements and Exhibits
|
| (d) | Exhibits. |
| 99.1 |
Rave Restaurant Group, Inc. press release dated February 5, 2026.
|
|
|
|
|
|
| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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|
Rave Restaurant Group, Inc.
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||
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Date: February 5, 2026
|
By:
|
/s/ JAY D. ROONEY
|
|
Jay D. Rooney
|
||
|
Chief Financial Officer
|
||
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(principal financial officer)
|
||

| • |
The Company recorded net income of $0.6 million for the second quarter of fiscal 2026, a 4.9% increase from the same period of the prior year.
|
| • |
Income before taxes increased by 12.1% to $0.8 million for the second quarter of fiscal 2026 compared to the same period of the prior year.
|
| • |
Total revenue increased by $0.2 million to $3.0 million for the second quarter of fiscal 2026 compared to the same period of the prior year, a 6.0%
increase.
|
| • |
Adjusted EBITDA increased by $0.1 million to $0.9 million for the second quarter of fiscal 2026 compared to the same period of the prior year, a 5.3% increase.
|
| • |
On a fully diluted basis, net income per share was $0.04 for the second quarter of fiscal 2026, the same as it was in the same period of the prior year.
|
| • |
Pizza Inn domestic comparable store retail sales increased 2.5% in the second quarter of fiscal 2026 compared to the same period of the prior year.
|
| • |
Pie Five domestic comparable store retail sales decreased 1.5% in the second quarter of fiscal 2026 compared to the same period of the prior year.
|
| • |
Cash and short-term investments totaled $10.9 million on December 28, 2025.
|
| • |
Pizza Inn domestic unit count finished the quarter at 97, including 82 buffet locations. There were three new buffet openings and no buffet closures during the
second quarter.
|
| • |
Pizza Inn international unit count finished the quarter at 19.
|
| • |
Pie Five domestic unit count finished the quarter at 16.
|
|
Three Months Ended
|
Six Months Ended
|
|||||||||||||||
|
December 28,
|
December 29,
|
December 28,
|
December 29,
|
|||||||||||||
|
2025
|
2024
|
2025
|
2024
|
|||||||||||||
|
REVENUES
|
$
|
3,042
|
$
|
2,869
|
$
|
6,255
|
$
|
5,919
|
||||||||
|
COSTS AND EXPENSES
|
||||||||||||||||
|
General and administrative expenses
|
1,519
|
1,314
|
2,897
|
2,734
|
||||||||||||
|
Franchise expenses
|
732
|
829
|
1,769
|
1,824
|
||||||||||||
|
Provision (recovery) for credit losses
|
7
|
9
|
11
|
(8
|
)
|
|||||||||||
|
Depreciation and amortization expense
|
42
|
53
|
84
|
96
|
||||||||||||
|
Total costs and expenses
|
2,300
|
2,205
|
4,761
|
4,646
|
||||||||||||
|
OPERATING INCOME
|
742
|
664
|
1,494
|
1,273
|
||||||||||||
|
Interest income
|
91
|
87
|
182
|
169
|
||||||||||||
|
Other income
|
9
|
-
|
17
|
4
|
||||||||||||
|
INCOME BEFORE TAXES
|
842
|
751
|
1,693
|
1,446
|
||||||||||||
|
Income tax expense
|
205
|
144
|
411
|
313
|
||||||||||||
|
NET INCOME
|
$
|
637
|
$
|
607
|
$
|
1,282
|
$
|
1,133
|
||||||||
|
INCOME PER SHARE OF COMMON STOCK
|
||||||||||||||||
|
Basic
|
$
|
0.04
|
$
|
0.04
|
$
|
0.09
|
$
|
0.08
|
||||||||
|
Diluted
|
$
|
0.04
|
$
|
0.04
|
$
|
0.09
|
$
|
0.08
|
||||||||
|
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
|
||||||||||||||||
|
Basic
|
14,212
|
14,690
|
14,212
|
14,638
|
||||||||||||
|
Diluted
|
14,276
|
14,716
|
14,277
|
14,660
|
||||||||||||
|
Six Months Ended
|
||||||||
|
December 28,
|
December 29,
|
|||||||
|
2025
|
2024
|
|||||||
|
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
|
Net income
|
$
|
1,282
|
$
|
1,133
|
||||
|
Adjustments to reconcile net income to cash provided by operating activities:
|
||||||||
|
Amortization of discount on short-term investment
|
(122
|
)
|
(63
|
)
|
||||
|
Impairment of long-lived assets and other lease charges
|
-
|
9
|
||||||
|
Stock-based compensation expense
|
100
|
126
|
||||||
|
Depreciation and amortization
|
43
|
46
|
||||||
|
Amortization of operating lease right-of-use assets
|
154
|
169
|
||||||
|
Amortization of definite-lived intangible assets
|
41
|
41
|
||||||
|
Non-cash lease expense
|
8
|
43
|
||||||
|
Provision (recovery) for credit losses
|
11
|
(8
|
)
|
|||||
|
Deferred income tax
|
348
|
264
|
||||||
|
Changes in operating assets and liabilities:
|
||||||||
|
Accounts receivable
|
(166
|
)
|
304
|
|||||
|
Notes receivable
|
18
|
26
|
||||||
|
Deferred contract charges
|
(49
|
)
|
15
|
|||||
|
Prepaid expenses and other current assets
|
(354
|
)
|
(40
|
)
|
||||
|
Accounts payable - trade
|
272
|
96
|
||||||
|
Accrued expenses
|
(279
|
)
|
(417
|
)
|
||||
|
Operating lease liabilities
|
(191
|
)
|
(236
|
)
|
||||
|
Deferred revenues
|
(202
|
)
|
(267
|
)
|
||||
|
Cash provided by operating activities
|
914
|
1,241
|
||||||
|
CASH FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
|
Purchases of short-term investments
|
(8,423
|
)
|
(8,102
|
)
|
||||
|
Maturities of short-term investments
|
5,290
|
7,065
|
||||||
|
Purchase of assets held for sale
|
(4
|
)
|
-
|
|||||
|
Proceeds from sale of assets held for sale
|
5
|
7
|
||||||
|
Purchase of property and equipment
|
(17
|
)
|
(44
|
)
|
||||
|
Cash used in investing activities
|
(3,149
|
)
|
(1,074
|
)
|
||||
|
CASH FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
|
Taxes paid on issuance of restricted stock units
|
-
|
(182
|
)
|
|||||
|
Cash used in financing activities
|
-
|
(182
|
)
|
|||||
|
Net decrease in cash and cash equivalents
|
(2,235
|
)
|
(15
|
)
|
||||
|
Cash and cash equivalents, beginning of period
|
2,859
|
2,886
|
||||||
|
Cash and cash equivalents, end of period
|
$
|
624
|
$
|
2,871
|
||||
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
|
||||||||
|
CASH PAID FOR:
|
||||||||
|
Income taxes
|
$
|
97
|
$
|
50
|
||||
|
Three Months Ended
|
Six Months Ended
|
|||||||||||||||
|
December 28,
|
December 29,
|
December 28,
|
December 29,
|
|||||||||||||
|
2025
|
2024
|
2025
|
2024
|
|||||||||||||
|
Net income
|
$
|
637
|
$
|
607
|
$
|
1,282
|
$
|
1,133
|
||||||||
|
Interest income
|
(91
|
)
|
(87
|
)
|
(182
|
)
|
(169
|
)
|
||||||||
|
Income taxes
|
205
|
144
|
411
|
313
|
||||||||||||
|
Depreciation and amortization
|
42
|
53
|
84
|
96
|
||||||||||||
|
EBITDA
|
$
|
793
|
$
|
717
|
$
|
1,595
|
$
|
1,373
|
||||||||
|
Stock-based compensation expense
|
62
|
53
|
100
|
126
|
||||||||||||
|
Severance
|
6
|
5
|
6
|
5
|
||||||||||||
|
Franchisee default and closed store revenue
|
(9
|
)
|
32
|
(19
|
)
|
23
|
||||||||||
|
Adjusted EBITDA
|
$
|
852
|
$
|
807
|
$
|
1,682
|
$
|
1,527
|
||||||||