Driven Brands' Multi-Year Restatement Triggers Second Nasdaq Warning
Restatement Cascade
Company Background
Driven Brands Holdings is the largest automotive services company in North America by network scale, operating and franchising more than 4,200 locations under brands including Take 5 Oil Change, Meineke, Maaco, CARSTAR, Auto Glass Now, and 1-800-Radiator & A/C. The company generated approximately $1.9 billion in revenue for fiscal year 2025, a 6% increase year-over-year, anchored by Take 5's 22nd consecutive quarter of same-store sales growth. Net leverage improved materially after the January 2026 divestiture of the international car wash business (IMO) for approximately €411 million, with management targeting a 3.0x net leverage ratio by year-end 2026.
The financial picture is complicated, however, by a multi-year accounting restatement the Audit Committee triggered in February 2026. On February 23, 2026, the Audit Committee concluded that previously issued financial statements for fiscal years 2023 and 2024, and for the first three quarters of fiscal year 2025, contained material errors and should not be relied upon. The errors spanned lease accounting, unreconciled cash balances, accounts payable, accounts receivable, and expense misclassification. Collectively, they reduced Adjusted EBITDA by approximately $57 million in fiscal year 2023, $12 million in fiscal year 2024, and $8 million through the first three quarters of 2025.
What Was Disclosed
A second Nasdaq non-compliance notice arrived on June 1, 2026, this time for missing the Q1 2026 Form 10-Q for the quarter ended March 28, 2026. The same restatement that delayed the annual report cascaded into the quarterly filing — the company did not have audited 2025 financials in hand until May 19, and the 10-Q cannot be completed without that foundation. Under Nasdaq rules, Driven Brands has until July 31, 2026 to submit a compliance plan, and Nasdaq has discretion to grant an extension through November 25, 2026 for the company to actually regain compliance. The notice has no immediate effect on listing status.