Churchill Downs 2026年季度报告

FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June30, 2026OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromtoCommission file number 001-33998 Churchill Downs Incorporated (Exact name of registrant as specified in its charter) 61-0156015 (I.R.S. Employer Identification No.) (State or other jurisdiction of incorporation ororganization) (502) 636-4400Registrant's telephone number, including area code 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 Securities Exchange Act of1934 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 suchfiling 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 submitted pursuant to Rule 405of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submitsuch files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, oran emerging growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growthcompany" in Rule 12b-2 of the Exchange Act. Large accelerated filer☒Non-accelerated filer☐ Accelerated filer☐Smaller reporting company☐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 anynew or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ The number of shares outstanding of registrant’s common stock at July 22, 2026 was 69,700,243 shares. CHURCHILL DOWNS INCORPORATEDINDEX TO QUARTERLY REPORT ON FORM 10-QFor the Quarter Ended June30, 2026 Part I-FINANCIAL INFORMATION Item 1.Financial Statements (Unaudited)Condensed Consolidated Statements of Comprehensive Income for the three and six months endedJune30, 2026and 20253Condensed Consolidated Balance Sheets atJune30, 2026 andDecember31, 20254Condensed Consolidated Statements of Shareholders' Equity for the three and six months endedJune30, 2026and 20255Condensed Consolidated Statements of Cash Flows for the six months endedJune30, 2026 and 20257Notes to Condensed Consolidated Financial Statements9Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations28Item 3.Quantitative and Qualitative Disclosures About Market Risk38Item 4.Controls and Procedures39 Part II-OTHER INFORMATION Item 1.Legal ProceedingsItem 1A.Risk FactorsItem 2.Unregistered Sales of Equity Securities and Use of ProceedsItem 3.Defaults Upon Senior SecuritiesItem 4.Mine Safety DisclosuresItem 5.Other InformationItem 6.ExhibitsSignatures 4040404040404142 Net revenue: Net income attributable to Churchill Downs Incorporatedper common share data: CHURCHILL DOWNS INCORPORATEDCONDENSED CONSOLIDATED BALANCE SHEETS(Unaudited) ASSETS LIABILITIES AND SHAREHOLDERS' EQUITY The accompanying notes are an integral part of the condensed consolidated financial statements. CHURCHILL DOWNS INCORPORATEDCONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY(Unaudited) (in millions)Balance, December 31, 2025Net income attributable to ChurchillDowns IncorporatedTaxes paid related to net sharesettlement of stock awardsStock-based compensationOtherBalance, March 31, 2026Net income attributable to ChurchillDowns IncorporatedStock-based compensationBalance, June 30, 2026 CHURCHILL DOWNS INCORPORATEDCONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY(Unaudited) FORM 10-Q FOR THE QUARTERLY PERIOD ENDED JUNE 30, 20266 CHURCHILL DOWNS INCORPORATEDCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(Unaudited) The accompanying notes are an integral part of the condensed consolidated financial statements. CHURCHILL DOWNS INCORPORATEDCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)(Unaudited) The accompanying notes are an integral part of the condensed consolidated financial statements. FORM 10-Q FOR THE QUARTERLY PERIOD ENDED JUNE 30, 20268 1. DESCRIPTION OF BUSINESS Basis of Presentation Churchill Downs Incorporated (the "Company" or "CDI") financial statements are presented in conformity with the requirements ofthis Quarterly Report on Form 10-Q and consequently do not include all of the disclosures normally required by U.S. generallyaccepted accounting principles ("GAAP") or those normally made in our