The RMR Group Inc-A 2026年季度报告

FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended December31, 2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIESEXCHANGE ACT OF 1934 Commission file number 001-37616 THE RMR GROUP INC.(Exact Name of Registrant as Specified in Its Charter) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant:(1)has filed all reports required to be filed by Section13 or 15(d)of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2)has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required tosubmit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company or an emerging growth company.See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided in Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act). Yes☐No☒ As of January30, 2026, there were 16,058,177 shares of Class A common stock, par value $0.001 per share, 1,000,000 shares ofClass B-1 common stock, par value $0.001 per share, and 15,000,000 shares of Class B-2 common stock, par value $0.001 per shareoutstanding. Table of Contents THE RMR GROUP INC. FORM 10-Q December31, 2025 Table of Contents PART I.Financial InformationItem 1.Financial Statements (unaudited)Condensed Consolidated Balance Sheets — December 31, 2025 and September 30, 20253Condensed Consolidated Statements of Comprehensive Income — Three Months Ended December 31, 2025and 20244Condensed Consolidated Statements of Shareholders’ Equity —Three Months Ended December 31, 2025 and20245Condensed Consolidated Statements of Cash Flows — Three Months Ended December 31, 2025 and 20246Notes to Condensed Consolidated Financial Statements7Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations24Item 3.Quantitative and Qualitative Disclosures About Market Risk31Item 4.Controls and Procedures32Warning Concerning Forward-Looking Statements33PART II.Other InformationItem 1A.Risk Factors35Item 2.Unregistered Sales of Equity Securities and Use of Proceeds35Item 6.Exhibits36Signatures37 The RMR Group Inc.Condensed Consolidated Balance Sheets(dollars in thousands, except per share amounts)(unaudited) The RMR Group Inc.Condensed Consolidated Statements of Comprehensive Income(amounts in thousands, except per share amounts)(unaudited) The RMR Group Inc.Condensed Consolidated Statements of Shareholders’ Equity(dollars in thousands)(unaudited) The RMR Group Inc.Condensed Consolidated Statements of Cash Flows(dollars in thousands)(unaudited) The RMR Group Inc.Notes to Condensed Consolidated Financial Statements(dollars in thousands, except per share amounts) Note 1. Organization The RMR Group Inc., or RMR Inc., is a holding company and substantially all of its business is conducted by its majority ownedsubsidiary, The RMR Group LLC, or RMR LLC. RMR Inc. is a Maryland corporation and RMR LLC is a Maryland limited liabilitycompany. RMR Inc. serves as the sole managing member of RMR LLC and, in that capacity, operates and controls the business andaffairs of RMR LLC. In these condensed consolidated financial statements, unless otherwise indicated, “we”, “us” and “our” refer toRMR Inc. and its direct and indirect subsidiaries, including RMR LLC. As of December31, 2025, RMR Inc. owned 16,058,177 class A membership units of RMR LLC, or Class A Units, and 1,000,000class B membership units of RMR LLC, or Class B Units. The aggregate RMR LLC membership units RMR Inc. owns represented53.2% of the economic interest of RMR LLC as of December31, 2025. We refer to economic interest as the right of a holder of aClass A Unit or Class B Unit to share in distributions made by RMR LLC and, upon liquidation, dissolution or winding up of RMRLLC, to share in the assets of RMR LLC after payments to creditors. A wholly owned subsidiary of ABP Trust, a Maryland statutorytrust, owns 15,000,000 redeemable Class A Units, representing 46.8% of the economic interest of RMR LLC as of December31, 2025,which is presented as noncontrolling interest in The RMR Group LLC within the condens