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CONSUMER PORTFOLIO SERVICES, INC.

For the period ended Sep 30, 2026. Filed Oct 30, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Oct 30, 2026

CPSS$10.45+2.8%Stored close · as of Nov 9, 2026

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Notes to Unaudited Condensed Consolidated Financial Statements

(1)Summary of Significant Accounting Policies

**Description of Business **

We were formed in California on March 8, 1991. We specialize in purchasing and servicing retail automobile installment sale contracts (“automobile contracts” or “finance receivables”) originated by licensed motor vehicle dealers located throughout the United States (“dealers”) in the sale of new and used automobiles, light trucks and passenger vans. Through our purchases, we provide indirect financing to dealer customers for borrowers with limited credit histories or past credit problems (“sub-prime customers”). We serve as an alternative source of financing for dealers, allowing sales to customers who otherwise might not be able to obtain financing. In addition to purchasing installment purchase contracts directly from dealers, we also, to a lesser extent, originate loans directly to consumers for the refinancing of an existing loan from other lenders secured by an automobile and have also (i) lent money directly to consumers for vehicle purchase money loans secured by vehicles, (ii) purchased immaterial amounts of vehicle purchase money loans from non-affiliated lenders, and (iii) acquired installment purchase contracts in four merger and acquisition transactions. In this report, we refer to all of such contracts and loans as "automobile contracts."

Basis of Presentation

Our Unaudited Condensed Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America, with the instructions to Form 10-Q and with Article 10 of Regulation S-X of the Securities and Exchange Commission, and include all adjustments that are, in management’s opinion, necessary for a fair presentation of the results for the interim periods presented. All such adjustments are, in the opinion of management, of a normal recurring nature. Results for the nine-month period ended September 30, 2026, are not necessarily indicative of the operating results to be expected for the full year.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted from these Unaudited Condensed Consolidated Financial Statements. These Unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2025.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the financial statements, as well as the reported amounts of income and expenses during the reported periods.

Finance Receivables Measured at Fair Value

Effective January 1, 2018, we adopted the fair value method of accounting for finance receivables acquired on or after that date. For each finance receivable acquired after 2017, we consider the price paid on the purchase date as the fair value for such receivable. We estimate the cash to be received in the future with respect to such receivables, based on our experience with similar receivables acquired in the past. We then compute the internal rate of return that results in the present value of those estimated cash receipts being equal to the purchase date fair value. Thereafter, we recognize interest income on such receivables on a level yield basis using that internal rate of return as the applicable interest rate. Cash received with respect to such receivables is applied first against such interest income, and then to reduce the recorded value of the receivables.

We re-evaluate the fair value of such receivables at the close of each measurement period. If the reevaluation were to yield a value materially different from the recorded value, an adjustment would be required.

Anticipated credit losses are included in our estimation of cash to be received with respect to receivables. In accordance with the fair value accounting standards, credit losses are included in our computation of the appropriate level yield, therefore we do not thereafter make periodic provision for credit losses, as our best estimate of the lifetime aggregate of credit losses is included in that initial computation. Also, because we include anticipated credit losses in our computation of the level yield, the computed level yield is materially lower than the average contractual rate applicable to the receivables. Because our initial recorded value is fixed as the price we pay for the receivable, rather than the contractual principal balance, we do not record acquisition fees as an amortizing asset related to the receivables, nor do we capitalize costs of acquiring the receivables. Rather we recognize the costs of acquisition as expenses in the period incurred.

Other Income

The following table presents the primary components of Other Income for the three-month and nine-month periods ending September 30, 2026, and 2025

Schedule of other income
Three Months Ended · Nine Months Ended
September 30,September 30,
2026202520262025
(In thousands) · (In thousands)
Origination and servicing fees from third party receivables$1,353$1,248$4,078$4,063
Other1,47575,64035
Other income for the period$2,828$1,255$9,718$4,098

Leases

The Company has operating leases for corporate offices, equipment, software and hardware. The Company has entered into operating leases for the majority of its real estate locations, primarily office space. These leases are generally for periods of three to seven years with various renewal options. The depreciable life of leased assets is limited by the expected lease term. Leases with an initial term of 12 months or less are not recorded on the balance sheet and the related lease expense is recognized on a straight-line basis over the lease term.

The following table presents the supplemental balance sheet information related to leases:

Schedule of supplemental balance sheet information related to leases
September 30,December 31,
20262025
(In thousands)
Operating Leases
Operating lease right-of-use assets$53,225$53,225
Less: Accumulated amortization right-of-use assets(39,764)(36,281)
Operating lease right-of-use assets, net$13,461$16,944
Operating lease liabilities$(15,533)$(19,236)
Finance Leases
Property and equipment, at cost$4,733$4,097
Less: Accumulated depreciation(3,969)(3,684)
Property and equipment, net$764$413
Finance lease liabilities$(791)$(428)
Weighted Average Discount Rate
Operating lease5.0%5.0%
Finance lease6.6%6.4%
Schedule of maturities of lease liabilities
Maturities of lease liabilities were as follows:
(In thousands)OperatingFinance
Year Ending December 31,LeaseLease
2026 (excluding the nine months ended September 30, 2026)$1,408$113
20275,756393
20285,937271
20294,33143
20301,17127
203171920
Thereafter50–
Total undiscounted lease payments19,372867
Less amounts representing interest(3,839)(76)
Lease Liability$15,533$791

The following table presents the lease expense included in General and administrative and Occupancy expense on our Unaudited Condensed Consolidated Statement of Operations:

Schedule of lease cost
Three Months Ended · Nine Months Ended
September 30,September 30,
2026202520262025
(In thousands) · (In thousands)
Operating lease cost$1,317$1,126$3,954$3,748
Finance lease cost11255319164
Total lease cost$1,429$1,181$4,273$3,912

The following table presents the supplemental cash flow information related to leases:

Schedule of supplemental cash flow information related to leases
Three Months Ended · Nine Months Ended
September 30,September 30,
2026202520262025
(In thousands) · (In thousands)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$1,317$1,126$3,954$3,748
Operating cash flows from finance leases$97$48$274$142
Financing cash flows from finance leases$15$7$45$22

Stock-based Compensation

We recognize compensation costs in the financial statements for all share-based payments based on the grant date fair value estimated in accordance with the provisions of ASC 718 “Stock Compensation”.

For the three and nine months ended September 30, 2026, we recorded stock-based compensation costs in the amount of $548,000 and $1.6 million respectively. As of September 30, 2026, unrecognized stock-based compensation costs to be recognized over future periods equaled $8.8 million. This amount will be recognized as expense over a weighted-average period of 3.41 years.

The following represents stock option activity for the nine months ended September 30, 2026:

Schedule of stock option activity
Weighted
Number ofWeightedAverage
SharesAverageRemaining
(in thousands)Exercise PriceContractual Term
Options outstanding at the beginning of period6,123$6.41N/A
Granted1,360$9.20N/A
Exercised(996)$3.46N/A
Forfeited–$–N/A
Options outstanding at the end of period6,487$7.443.78 years
Options exercisable at the end of period4,055$6.662.17 years

The following table presents the price distribution of stock options outstanding and exercisable as of September 30, 2026 and December 31, 2025

Schedule of price distribution of stock options outstanding and exercisable
Number of shares as of · Number of shares as of
September 30, 2026 · December 31, 2025
Outstanding · Exercisable · Outstanding · Exercisable
Range of exercise prices: · (In thousands) · (In thousands)
$2.00 - $2.991,0151,0151,0981,098
$3.00 - $3.99––897897
$4.00 - $4.991,1301,1301,1451,145
$8.00 - $8.991,4303581,430–
$9.00 - $9.991,360–––
$10.00 - $10.991,5521,5521,5531,253
Total shares6,4874,0556,1234,393

At September 30, 2026, the aggregate intrinsic value of options outstanding and exercisable was $12.9 million and $11.9 million respectively. There were 996,000 options exercised for the nine months ended September 30, 2026, compared to 1.4 million for the comparable period in 2025. The total intrinsic value of options exercised was $5.8 million and $8.4 million for the nine-month periods ended September 30, 2026 and 2025. There were 3,246,000 shares available for future stock option grants under existing plans as of September 30, 2026.

Purchases of Company Stock

The table below describes the purchase of our common stock for the nine months ended September 30, 2026, and 2025:

Schedule of purchase of our common stock
Nine Months Ended
September 30, 2026September 30, 2025
SharesAvg. PriceSharesAvg. Price
Open market purchases437,664$9.2389,362$9.48
Shares redeemed upon net exercise of stock options165,993$9.51451,937$9.76
Other345,000$9.39100,000$8.62
Total stock purchases948,657$9.34641,299$9.54

Reclassifications

Some items in the prior year financial statements were reclassified to conform to the current presentation. Reclassifications had no effect on net income or shareholders’ equity.

**Financial Covenants **

Certain of our securitization transactions, our warehouse credit facilities and our residual interest financing contain various financial covenants requiring minimum financial ratios and results. Such covenants include maintaining minimum levels of liquidity and net worth and not exceeding maximum leverage levels. As of September 30, 2026, we were in compliance with all such covenants. In addition, certain of our debt agreements other than our term securitizations contain cross-default provisions. Such cross-default provisions would allow the respective creditors to declare a default if an event of default occurred with respect to other indebtedness of ours, but only if such other event of default were to be accompanied by acceleration of such other indebtedness.

Provision for Contingent Liabilities

We are routinely involved in various legal proceedings resulting from our consumer finance activities and practices, both continuing and discontinued. Our legal counsel has advised us on such matters where, based on information available at the time of this report, there is an indication that it is both probable that a liability has been incurred and the amount of the loss can be reasonably determined. This is described further in footnote 8.

**Recent Accounting Pronouncements **

We do not believe that any accounting pronouncements issued, but not yet effective, are applicable or would have a material impact on our consolidated financial statements or disclosures, if adopted.

**(2)*Finance receivables measured at fair value ***

Our portfolio of finance receivables consists of small-balance homogeneous contracts comprising a single segment. Our contract purchase guidelines are designed to produce a homogenous portfolio. For key terms such as interest rate, length of contract, monthly payment and amount financed, there is relatively little variation from the average for the portfolio.

We have elected to use the fair value method to value our portfolio of finance receivables acquired. The accounting treatment follows the fair value hierarchy outlined in ASC 820, "Fair Value Measurements", and the inputs and assumptions are level 3. This is described further in footnote 9.

Our valuation policies and procedures have been developed by our Accounting department in conjunction with our Risk department and with consultation with outside valuation experts. Our policies and procedures have been approved by our Chief Executive and our Board of Directors and include methodologies for valuation, internal reporting, calibration and back testing. Our periodic review of valuations includes an analysis of changes in fair value measurements and documentation of the reasons for such changes. There is little available third-party information such as broker quotes or pricing services available to assist us in our valuation process.

Our level 3, unobservable inputs reflect our own assumptions about the factors that market participants use in pricing similar receivables and are based on the best information available in the circumstances. They include such inputs as estimates for the magnitude and timing of net charge-offs and the rate of amortization of the portfolio of finance receivable. Significant changes in any of those inputs in isolation would have a significant effect on our fair value measurement.

For the quarter ended September 30, 2026, the Company evaluated the appropriate fair value and future earnings rate of existing receivables compared to recently acquired receivables and did not record a mark up or down to the portfolio.

The table below presents a reconciliation of the finance receivables measured at fair value on a recurring basis using significant unobservable inputs:

Schedule of reconciliation of the finance receivables measured at fair value on a recurring basis
Three Months Ended · Nine Months Ended
September 30,September 30,
2026202520262025
(In thousands) · (In thousands)
Balance at beginning of period$4,212,167$3,559,029$3,655,855$3,313,767
Finance receivables at fair value acquired during period801,272392,8222,067,9081,275,701
Payments received on finance receivables at fair value(307,572)(260,043)(878,211)(777,612)
Net interest income accretion on fair value receivables(81,282)(66,867)(220,967)(193,415)
Mark to fair value–––6,500
Balance at end of period$4,624,585$3,624,941$4,624,585$3,624,941

The table below compares the fair values of these finance receivables to their contractual balances for the periods shown:

Schedule of finance receivables to their contractual balances
September 30, 2026December 31, 2025
ContractualFairContractualFair
BalanceValueBalanceValue
(In thousands)
Finance receivables measured at fair value$4,711,049$4,624,585$3,778,127$3,655,855

The following table provides certain qualitative information about our level 3 fair value measurements:

Schedule of level 3 fair value measurements
Financial Instrument · Fair Values as of · Weight Avg. Inputs as of
September 30, · December 31, · September 30, · December 31,
20262025Unobservable20262025
(In thousands)
Assets:
Finance receivables measured at fair value$4,624,585$3,655,855Discount rate11.01%11.07%
Cumulative net losses16.49%16.02%

We report delinquency on a contractual basis. The following table summarizes the delinquency status of these finance receivables measured at fair value as of September 30, 2026, and December 31, 2025:

Schedule of delinquency status of finance receivables measured at fair value
September 30,December 31,
20262025
(In thousands)
Delinquency Status
Current$4,131,880$3,220,198
31 - 60 days298,060272,421
61 - 90 days125,033118,201
91 + days57,40656,203
Repo98,671111,104
$4,711,049$3,778,127

**(3)*Securitization Trust Debt ***

We have completed many securitization transactions that are structured as secured borrowings for financial accounting purposes. The debt issued in these transactions is shown on our Unaudited Condensed Consolidated Balance Sheets as “Securitization trust debt,” and the components of such debt are summarized in the following table:

Schedule of securitization trust debt
Weighted
Average
Final · Receivables · Outstanding · Outstanding · Contractual Debt
Scheduled · Pledged at · Principal at · Principal at · Interest Rate at
PaymentSeptember 30,InitialSeptember 30,December 31,September 30,
SeriesDate (1)2026Principal202620252026
(Dollars in thousands)
CPS 2021-BJune 2028$–$240,000$–$15,832–
CPS 2021-CSeptember 2028–291,000–25,889–
CPS 2021-DDecember 2028–349,202–39,625–
CPS 2022-AApril 202930,034316,80023,97442,2414.88%
CPS 2022-BOctober 202950,334395,60039,75372,8207.14%
CPS 2022-CApril 203064,912391,60047,27777,0738.38%
CPS 2022-DJune 203064,990307,01860,28786,97310.73%
CPS 2023-AAugust 203086,970324,76856,21883,8968.61%
CPS 2023-BNovember 203098,205332,88576,716107,0358.40%
CPS 2023-CFebruary 203196,651291,73278,865110,2817.84%
CPS 2023-DMay 2031101,749286,14983,808121,2088.59%
CPS 2024-AAugust 2031105,678280,92485,485128,4666.92%
CPS 2024-BNovember 2031137,302319,871116,303171,9926.94%
CPS 2024-CMarch 2032202,258436,310172,976254,0436.68%
CPS 2024-DJune 2032216,136416,816184,772269,1695.54%
CPS 2025-AAugust 2032259,692442,420229,732324,2425.86%
CPS 2025-BMarch 2033284,725419,950255,729341,3835.73%
CPS 2025-CMay 2033298,769418,330273,685364,7115.25%
CPS 2025-DMay 2033297,281384,600278,807366,3135.33%
CPS 2026-AAugust 2033295,656345,610278,005–4.84%
CPS 2026-BNovember 2033474,583514,070449,168–5.04%
CPS 2026-CFebruary 2034707,413716,880684,681–5.28%
$3,873,338$8,222,535$3,476,241$3,003,192
(1)The Final Scheduled Payment Date represents final legal maturity of the securitization trust debt. Securitization trust debt is expected to become due and to be paid prior to those dates, based on amortization of the finance receivables pledged to the trusts. Expected payments, which will depend on the performance of such receivables, as to which there can be no assurance, are $346.7 million in 2026, $1,234.1 million in 2027, $845.7 million in 2028, $516.3 million in 2029, $299.2 million in 2030, $146.0 million in 2031, and $70.5 million in 2032.

Debt issuance costs of $17.7 million and $16.6 million as of September 30, 2026, and December 31, 2025, respectively, have been excluded from the table above. These debt issuance costs are presented as a direct deduction to the carrying amount of the Securitization trust debt on our Consolidated Balance Sheets.

All the securitization trust debt was sold in private placement transactions to qualified institutional buyers. The debt was issued through our wholly owned bankruptcy remote subsidiaries and is secured by the assets of such subsidiaries, but not by our other assets.

The terms of the various securitization agreements related to the issuance of the securitization trust debt require that certain delinquency and credit loss criteria be met with respect to the collateral pool and require that we maintain minimum levels of liquidity and net worth and not exceed maximum leverage levels. We are in compliance with all such covenants as of September 30, 2026.

We are responsible for the administration and collection of the contracts. The securitization agreements also require certain funds be held in restricted cash accounts to provide additional credit enhancement for the Notes or to be applied to make payments on the securitization trust debt. As of September 30, 2026, restricted cash under the various agreements totaled approximately $175.0 million. Interest expense on the securitization trust debt is composed of the stated rate of interest plus amortization of additional costs of borrowing. Additional costs of borrowing include facility fees, insurance premiums, amortization of deferred financing costs, and amortization of discounts required on the notes at the time of issuance. Deferred financing costs related to the securitization trust debt are amortized using the interest method. Accordingly, the effective cost of borrowing of the securitization trust debt is greater than the stated rate of interest.

Our wholly owned, bankruptcy remote subsidiaries were formed to facilitate the above asset-backed financing transactions. Similar bankruptcy remote subsidiaries issue the debt outstanding under our warehouse line of credit. Bankruptcy remote refers to a legal structure in which it is expected that the applicable entity would not be included in any bankruptcy filing by its parent or affiliates. All of the assets of these subsidiaries have been pledged as collateral for the related debt. All such transactions, treated as secured financing for accounting and tax purposes, are treated as sales for all other purposes, including legal and bankruptcy purposes. None of the assets of these subsidiaries are available to pay any of our other creditors.

(4)Debt

The terms and amounts of our other debt outstanding on September 30, 2026, and December 31, 2025, are summarized below:

Schedule of debt outstanding
Amount Outstanding at
September 30, · December 31,
2026 · 2025
(In thousands)
Description · Interest Rate · Subordinate Lender Interest Rate · Maturity
Warehouse line of credit2.85% over CP yield rate (Minimum 3.60%) 6.88% and 6.80% at September 30, 2026 and December 31 2025, respectively6.40% over SOFR yield rate (Minimum 7.15%) 10.47% and 10.40% at September 30, 2026 and December 31, 2025, respectivelyJuly 2028$397,176$197,107
Warehouse line of credit4.50% over a commercial paper rate (Minimum 7.50%) 8.25% at December 31 2025April 2026–11,778
Warehouse line of credit2.60% over SOFR yield rate (Minimum 2.85%) 6.42% and 6.50% at September 30, 2026 and December 31, 2025, respectively6.40% over SOFR yield rate (Minimum 6.65%) 10.08% and 10.27% at September 30, 2026 and December 31, 2025, respectivelyOctober 2027342,515118,323
Residual interest financing7.86%December 2028–31,163
Residual interest financing11.50%March 2029–49,820
Residual interest financing11.00%June 203262,76763,524
Residual interest financing8.75%May 203350,000–
Residual interest financing10.25%November 203380,000–
Subordinated renewable notesWeighted average rate of 8.75% and 8.98% at September 30, 2026 and December 31, 2025, respectivelyWeighted average maturity of June 2028 and November 2027 at September 30, 2026 and December 31, 2025, respectively28,85028,986
$961,308$500,701

On August 18, 2026, we completed an $80 million securitization of residual interests from previously issued securitizations. In this transaction, a qualified institutional buyer purchased $80.0 million of asset-backed notes. The notes are secured by residual interests in four CPS securitizations issued between April 2022 and April 2023, as well as an 80% interest in a CPS affiliate that owns the residual interests in three CPS securitizations issued between July 2023 and April 2026. The sold notes (“2026-2 Notes”), issued by CPS Auto Securitization Trust 2026-2, consist of a single class with a coupon of 10.25%. At September 30, 2026, there was $80.0 million outstanding under this facility.

On March 4, 2026, we completed a $50 million securitization of residual interests from previously issued securitizations. In the transaction, a qualified institutional buyers purchased $50.0 million of asset-backed notes secured by an 80% interest in a CPS affiliate that owns the residual interests in four CPS securitizations issued from January 2025 through October 2025. The sold notes (“2026-1 Notes”), issued by CPS Auto Securitization Trust 2026-1, consist of a single class with a coupon of 8.75%. At September 30, 2026, there was $50.0 million outstanding under this facility.

On April 3, 2026, we amended the credit agreement with Capital One, N.A. to increase the capacity of the facility. The amendment applies to both Capital One, N.A. and the subordinate lender, and increases the capacity of the facility from $167.5 million to $390 million. This facility has a two-year revolving period to October 2027, with an optional amortization period through April 2029. The facility is structured to allow us to fund a portion of the purchase price of automobile contracts by borrowing from a credit facility to our consolidated subsidiary Page Eleven Funding, LLC. The facility provides for effective advances up to 95.50% of eligible finance receivables. The Class A loans under the facility generally accrue interest during the revolving period at a per annum rate equal to the Term SOFR plus 2.60% per annum, with a minimum rate of 2.85% per annum and during the amortization period at a per annum rate equal to the Term SOFR plus 3.60% per annum, with a minimum rate of 3.85% per annum. The Class B loans under the facility generally accrue interest during the revolving period at a per annum rate equal to the Term SOFR plus 6.40% per annum, with a minimum rate of 6.65% per annum and during the amortization period at a per annum rate equal to the Term SOFR plus 7.40% per annum, with a minimum rate of 7.65% per annum. At September 30, 2026, there was $342.5 million outstanding under this facility.

On March 20, 2025, we completed a $65 million securitization of residual interests from previously issued securitizations. In the transaction, a qualified institutional buyer purchased $65.0 million of asset-backed notes secured by an 80% interest in a CPS affiliate that owns the residual interests in five CPS securitizations issued from October 2023 through September 2024. The sold notes (“2025-1 Notes”), issued by CPS Auto Securitization Trust 2025-1, consist of a single class with a coupon of 11.00%. At September 30, 2026, there was $62.8 million outstanding under this facility.

On December 19, 2024, we increased the capacity of our revolving credit agreement with Citibank, N.A., to $335 million. This follows the November 2024 closing of a revolving credit agreement with Oaktree Capital Management, which is subordinate to our credit agreement with Citibank, N.A. The facility provides effective advances up to 10.00% of eligible finance receivables, effectively increasing the advance rate up to 95% across the facility for eligible receivables. The revolving credit agreement with Citibank, N.A. was last renewed in July 2026, extending the maturity date to July 2028 followed by an amortization period through July 2029 for any receivables pledged at the end of the revolving period. The renewal and increase apply to both Citibank, N.A. and the subordinate lender, and increases the capacity of the facility from $335 million to $508 million. There was $397.2 million outstanding under this facility at September 30, 2026.

On March 29, 2024, we renewed our two-year $200 million revolving credit agreement with Ares Agent Services, L.P. The revolving period for this facility was extended to March 2026 followed by an amortization period through March 2028 for any receivables pledged at the end of the revolving period. In March 2026, the revolving period was extended to April 2026. The facility was not renewed following the expiration of the revolving period. There was nothing outstanding under this facility at September 30, 2026.

Since 2005, we have offered renewable subordinated notes to the public on a continuous basis, and such notes have maturities that range fromsix months to 10 years. At September 30, 2026, there was $28.9 million outstanding under this facility.

Unamortized debt issuance costs of $5.9 million and $3.8 million as of September 30, 2026, and December 31, 2025, respectively, have been excluded from the total amount reported above for our warehouse lines of credit and residual interest financings. These debt issuance costs are presented as a direct deduction to the carrying amount of the debt on our Unaudited Condensed Consolidated Balance Sheets.

(5)Interest Income and Interest Expense

The following table presents the components of interest income:

Schedule of interest income
Three Months Ended · Nine Months Ended
September 30,September 30,
2026202520262025
(In thousands) · (In thousands)
Interest on finance receivables at fair value$126,932$104,890$349,391$307,484
Interest on finance receivables8178442,5932,949
Other interest income1,3331,4323,9314,029
Interest income$129,082$107,166$355,915$314,462

The following table presents the components of interest expense:

Schedule of interest expense
Three Months Ended · Nine Months Ended
September 30,September 30,
2026202520262025
(In thousands) · (In thousands)
Securitization trust debt$54,269$47,581$153,064$138,182
Warehouse lines of credit10,2536,71025,55121,439
Residual interest financing5,3244,08514,19211,048
Subordinated renewable notes6737222,0262,051
Interest expense$70,519$59,098$194,833$172,720

(6)Earnings Per Share

Earnings per share for the three-month and nine-month periods ended September 30, 2026, and 2025 were calculated using the weighted average number of shares outstanding for the related period. The following table reconciles the number of shares used in the computations of basic and diluted earnings per share for the three-month and nine-month periods ended September 30, 2026, and 2025:

Schedule of earnings per share
Three Months Ended · Nine Months Ended
September 30,September 30,
2026202520262025
(In thousands) · (In thousands)
Weighted average number of common shares outstanding during the period used to compute basic earnings per share21,84622,20921,75221,852
Incremental common shares attributable to exercise of outstanding options1,4741,8371,6952,335
Weighted average number of common shares used to compute diluted earnings per share23,32024,04623,44724,187

If the anti-dilutive effects of common stock equivalents were considered, shares included in the diluted earnings per share calculation for the three-month and nine-month periods ended September 30, 2026, would have included an additional 3.7 million shares attributable to the exercise of outstanding options. For the three months and nine-months ended September 30, 2025,3.2 million shares, would be included in the diluted earnings per share calculation.

**(7)*Income Taxes ***

We file numerous consolidated and separate income tax returns with the United States and with many states. With few exceptions, we are no longer subject to U.S. federal, state, or local examinations by tax authorities for years before 2021.

As of September 30, 2026 and December 31, 2025, we had no unrecognized tax benefits for uncertain tax positions. We do not anticipate that total unrecognized tax benefits will significantly change due to any settlements of audits or expirations of statutes of limitations over the next 12 months.

The Company and its subsidiaries file a consolidated federal income tax return and combined or stand-alone state franchise tax returns for certain states. We utilize the asset and liability method of accounting for income taxes, under which deferred income taxes are recognized for the future tax consequences attributable to the differences between the financial statement values of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred taxes of a change in tax rates is recognized in income in the period that includes the enactment date.

Deferred tax assets and liabilities are recognized for the future tax consequences of events that have been recognized in the financial statements. A valuation allowance is recognized to reduce a deferred tax asset if, based on the weight of all available evidence, it is more likely than not that some or all of the deferred tax asset will not be realized. When making this judgment, both positive and negative evidence is considered, with the most weight given to evidence that can be objectively verified. The recognition of deferred tax liabilities, however, does not require a similar more likely than not test for realization. They are recognized with the expectation that they will be settled in future periods when the related taxable temporary differences reverse. As of September 30, 2026 we have a net deferred tax liabilities of $402,000. Our net deferred tax liabilities of $402,000 consists of approximately $608,000 of net U.S. federal deferred tax liabilities and $206,000 of net state deferred tax assets.

Income tax expense was $3.1 million and $8.4 million for the three-months and nine-months ended on September 30, 2026, compared to income tax expense of $2.2 million and $6.4 million for the three-months and nine-months ended September 30, 2025, representing an effective income tax rate of 31% in both periods.

(8)Legal Proceedings

Consumer Litigation. We are routinely involved in various legal proceedings resulting from our consumer finance activities and practices, both continuing and discontinued. Consumers can and do initiate lawsuits against us alleging violations of law applicable to collection of receivables, and such lawsuits sometimes allege that resolution as a class action is appropriate. For the most part, we have legal and factual defenses to consumer claims, which we routinely contest or settle (for immaterial amounts) depending on the particular circumstances of each case.

In general, there can be no assurance as to the outcomes of the matters described above. We record at each measurement date our best estimate of probable incurred losses for legal contingencies, if any. The amount of losses that may ultimately be incurred cannot be estimated with certainty. However, based on such information as is available to us, the Company is not currently a party to any such material proceedings.

Accordingly, we believe that the ultimate resolution of legal proceedings should not have a material adverse effect on our consolidated financial condition. We note, however, that in light of the uncertainties inherent in contested proceedings there can be no assurance that the ultimate resolution of these matters will not be material to our operating results for a particular period, depending on, among other factors, the size of the loss or liability imposed and the level of our income for that period.

(9)Fair Value Measurements

ASC 820, "Fair Value Measurements" clarifies the principle that fair value should be based on the assumptions market participants would use when pricing an asset or liability and establishes a fair value hierarchy that prioritizes the information used to develop those assumptions. Under the standard, fair value measurements would be separately disclosed by level within the fair value hierarchy.

ASC 820 defines fair value, establishes a framework for measuring fair value, establishes a three-level valuation hierarchy for disclosure of fair value measurement and enhances disclosure requirements for fair value measurements. The three levels are defined as follows: level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets; level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument; and level 3 – inputs to the valuation methodology are unobservable and significant to the fair value measurement.

There were no transfers in or out of level 1, level 2 or level 3 assets and liabilities for the three and nine months ended September 30, 2026, and 2025.

The estimated fair values of financial assets and liabilities, excluding assets carried at fair value, on September 30, 2026 and December 31, 2025, were as follows:

Schedule of fair values of financial assets and liabilities
Financial Instrument · (In thousands)
Carrying · Fair Value Measurements Using:
ValueLevel 1Level 2Level 3Total
Assets:
Cash and cash equivalents$5,147$5,147$–$–$5,147
Restricted cash and equivalents$174,964$174,964$–$–$174,964
Liabilities:
Warehouse lines of credit$735,840$–$–$735,840$735,840
Accrued interest payable$14,376$–$–$14,376$14,376
Residual interest financing$190,665$–$–$189,323$189,323
Securitization trust debt$3,458,537$–$–$3,435,163$3,435,163
Subordinated renewable notes$28,850$–$–$28,850$28,850
Financial Instrument · (In thousands)
Carrying · Fair Value Measurements Using:
ValueLevel 1Level 2Level 3Total
Assets:
Cash and cash equivalents$6,322$6,322$–$–$6,322
Restricted cash and equivalents$165,885$165,885$–$–$165,885
Liabilities:
Warehouse lines of credit$324,871$–$–$324,871$324,871
Accrued interest payable$11,994$–$–$11,994$11,994
Residual interest financing$142,982$–$–$152,607$152,607
Securitization trust debt$2,986,574$–$–$2,985,961$2,985,961
Subordinated renewable notes$28,986$–$–$28,986$28,986

(10)Business Segment Information

The company hasone reportable segment. This determination is made by our Chief Executive Officer, who acts as the chief operating decision-maker (“CODM”), in assessing performance and making decisions regarding resource allocation. The CODM assesses performance by reviewing the consolidated financial statements, which reflect the financial results of our one reportable operating segment.

Within the Company’s one reportable segment, it provides indirect vehicle financing to motor vehicle dealer’s less credit- worthy borrowers. The Company’s revenue primarily consists of interest income and is derived from the interest recorded on contracts the Company has purchased. The revenue generated from any individual borrower is deemed to be immaterial.

(11)Subsequent Events

On October 9, 2026, we amended our two-year revolving credit agreement with Capital One, N.A. to increase the capacity of the facility. The amendment applies to both Capital One, N.A. and the subordinate lender, and increases the total capacity of the facility from $390 million to $518 million.

On October 21, 2026, we completed our fourth securitization of 2026. In the transaction, qualified institutional buyers purchased $767.85 million of asset-backed notes secured by $797.36 million in automobile receivables originated by CPS. The sold notes, issued by CPS Auto Receivables Trust 2026-D, consist of five classes. Ratings of the notes were provided by Moody’s and DBRS Morningstar, and were based on the structure of the transaction, the historical performance of similar receivables and CPS’s experience as a servicer. The weighted average interest rate on the notes is approximately 6.68%.

Cautionary Note Regarding Forward-Looking Statements

Discussions of certain matters contained in this report may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Exchange Act, and as such, may involve risks and uncertainties. You can generally identify forward-looking statements as statements containing the words “will,” “would,” “believe,” “may,” “could,” “expect,” “anticipate,” “intend,” “estimate,” “judgment,” “assume,” “plans,” “goals, “strategy,” “future,” “likely,” “should” or other similar expressions.

Examples of forward-looking statements include, among others, statements we make regarding:

·charge-offs and recovery rates;
·the willingness or ability of obligors to pay pursuant to contractual terms;
·our ability to enforce rights under contracts;
·our ability to and rates at which we plan to acquire automobile contracts;
·the anticipated levels of recoveries upon sale of repossessed vehicles;
·revenues or expenses;
·provisions for credit losses;
·expected industry and general economic trends;
·accrued losses for legal contingencies;
·anticipated deferred tax assets;
·estimates of taxable income;
·our ability to service and repay our debt;
·the structuring of securitization transactions as secured financings and the effects of such structures on financial items and future profitability; or
·the effect of the change in structure on our profitability and the duration of the period in which our profitability would be affected by the change in securitization structure.

Our actual results, performance and achievements may differ materially from the results, performance and achievements expressed or implied in such forward-looking statements. Some of the factors that might cause such a difference include, but are not limited to, the following:

·unexpected exogenous events, such as a widespread public health emergency;
·mandates imposed in reaction to such events, such as prohibitions of otherwise permissible activity;
·changes in general economic conditions;
·changes in performance of our automobile contracts;
·increases in interest rates;
·our ability to generate sufficient operating and financing cash flows;
·competition;
·the level of losses incurred on contracts in our managed portfolio;
·adverse decisions by courts or regulators;
·regulatory changes with respect to consumer finance;
·changes in the market for used vehicles;
·levels of cash releases from existing pools of contracts;
·the terms on which we are able to finance contract purchases;
·the willingness or ability of dealers to assign contracts to us on acceptable terms;
·the terms on which we are able to complete term securitizations once contracts are acquired;
·any breach in the security of our systems; and
·such other factors as discussed through the “Risk Factors” section of this report.

Forward-looking statements are neither historical facts nor guarantees of performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, plans and strategies, projections, anticipated events and trends, the economy and other uncertain conditions. Because forward-looking statements relate to the future, they involve risks, uncertainties and assumptions. Actual results may differ from expectations due to many factors beyond our ability to control or predict, including those described herein, and in any documents incorporated by reference in this report. Therefore, you should not rely on any of these forward-looking statements. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

We undertake no obligation to publicly update any forward-looking information. You are advised to consult any additional disclosure we make in our periodic reports filed with the SEC.

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