Privia Health reports strong Q3 2026 results

Item 2.02 Results of Operations and Financial Condition.

On November 5, 2026, Privia Health Group, Inc. (the "Company") issued a press release announcing its financial results for the third quarter ended September 30, 2026.¹ A copy of the press release is attached hereto as Exhibit 99.1.

The information in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, are "furnished" and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibit:

Exhibit No. Description

99.1 Privia Health Group, Inc. Press Release Dated November 5, 2026

104 The Cover Page from this Current Report on Form 8-K, Interactive Data File (formatted as Inline XBRL)

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.²

PRIVIA HEALTH GROUP, INC.

Date: November 5, 2026

By: /s/ David Mountcastle

Name: David Mountcastle

Title: Executive Vice President, Chief Financial Officer and Authorized Officer

Privia Health Reports Strong Third Quarter and Year-to-Date 2026 Results

– Full-Year 2026 Guidance Raised to Above High End for All Key Financial Metrics

– Expands VBC Footprint with Acquisition of American Choice Healthcare MSSP Business

– Exits Montana Partnership effective January 2027

ARLINGTON, VA – November 5, 2026 – Privia Health Group, Inc. (Nasdaq: PRVA) today announced financial results for the third quarter and nine-month periods ended September 30, 2026.

Third Quarter Performance

Three Months Ended September 30, (unaudited; $ in millions, except per share amounts)

Net income a

$ 13.5 $ 6.9 96.6 %

Non-GAAP adjusted net income b

Non-GAAP adjusted net income per share b

$ 0.21 $ 0.19 10.5 %

* Any slight variations in totals are due to rounding.

a. Net income for the three months ended September 30, 2026, included $14.0 million in non-cash stock compensation expense.³ Net income for the three months ended September 30, 2025 included $19.0 million in non-cash stock compensation expense.⁴

b. Reconciliations of non-GAAP adjusted net income and other non-GAAP financial measures are presented in tables near the end of this press release.

Key Operating and Non-GAAP Financial Metrics c

Three Months Ended September 30, (unaudited; $ in millions)

Care Margin

$ 138.1 $ 125.2 10.3 %

Platform Contribution

$ 73.9 $ 70.6 4.8 %

Adjusted EBITDA

$ 40.6 $ 38.2 6.3 %

c. Reconciliations of Care Margin, Platform Contribution, Adjusted EBITDA and other non-GAAP financial measures are presented in tables near the end of this press release.

1

Nine-Month Performance

For the Nine Months Ended September 30,

($ in millions, except per share amounts)

Net income a

$ 25.6 $ 13.8 85.9 %

Non-GAAP adjusted net income b d e

Non-GAAP adjusted net income per share b d e

$ 0.59 $ 0.51 15.7 %

a. Net income for the nine months ended September 30, 2026 included $55.3 million in non-cash stock compensation expense.⁵ Net income for the nine months ended September 30, 2025 included $55.6 million in non-cash stock compensation expense.

b. Reconciliations of non-GAAP adjusted net income and other non-GAAP financial measures are presented in tables near the end of this press release.

Key Operating and Non-GAAP Financial Metrics b d e

For the Nine Months Ended September 30,

Care Margin b d

$ 399.0 $ 345.7 15.4 %

Platform Contribution b d

$ 209.9 $ 179.8 16.8 %

Adjusted EBITDA b d e

$ 114.7 $ 94.1 21.9 %

Expands VBC Footprint with Acquisition of American Choice Healthcare MSSP Business

This week, the Company announced the acquisition of American Choice Healthcare MSSP, LLC, a wholly-owned subsidiary of Cano Health. This Accountable Care Organization (ACO) will care for more than 36,000 attributed lives in the Medicare Shared Savings Program (MSSP), increasing VBC attributed lives in ten existing Privia states and adding lives in three new states, starting January 1, 2027.

Privia Health paid approximately $36 million at closing using its balance sheet cash. The transaction is expected to have minimal impact on all key metrics in 2026 and positively contribute to Attributed Lives and Adjusted EBITDA in 2027.

Exits Montana Partnership effective January 2027

Privia Health has agreed to end its partnership with Surgery Partners in Montana effective January 2027. The Company supports 69 providers and generated approximately $23 million in annual Practice Collections in Montana. This is expected to have no material impact on Adjusted EBITDA in 2027.

Capital Resources

Privia Health's balance sheet at September 30, 2026, included cash and cash equivalents of $446.3 million and no debt. The Company's cash balance does not reflect the acquisition of American Choice Healthcare MSSP, LLC at the end of October 2026. We expect to end this year with at least $520 million in cash and cash equivalents, including the American Choice Healthcare transaction and assuming the 2025 MSSP cash settlement and related provider disbursements occur before year end based on current accruals.

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Updated Full-Year 2026 Guidance d e f g

Privia Health raised its full-year 2026 outlook as follows:

($ in millions) Actual Low High

Care Margin d e f

$ 462.2 $ 515 $ 530 $ 535 - 540

Platform Contribution d e

$ 234.8 $ 260 $ 270 $ 280 - 285

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