v3.25.1
Income Taxes
 3 Months Ended 12 Months Ended
Mar. 31, 2025
Dec. 31, 2024
Income Tax Disclosure [Abstract]    
Income Taxes
9. Income Taxes
Guardian Pharmacy Services, Inc. is taxed as a corporation and is subject to paying
corporate
federal and state and local taxes on the income allocated to it from its 100% ownership of Guardian Pharmacy, LLC, which includes economic interest held in the
Non-Converted
Subsidiaries, as well as any stand-alone income or loss it generates. The
Non-Converted
Subsidiaries are treated as a partnership for U.S. federal and most applicable state and local income tax purposes. Prior to the Corporate Reorganization, the Guardian Pharmacy, LLC business was comprised of entities treated as partnerships for income tax purposes. As a partnership it was not subject to U.S. federal and certain state and local income taxes. As a result of the Corporate Reorganization, the Company is subject to federal and state corporate income taxes beginning on September 27, 2024.
Income tax expense for the three months ended March 31, 2024 and 2025 was $
0
and $3,833, respectively. This reflects effective tax rates for the three months ended March 31, 2024 and 2025 of 0% and 29.2%, respectively. The comparison of the Company’s effective tax rate to the U.S. statutory rate of 21% was primarily due to state income taxes representing approximately 4.9% and the incremental share-based compensation charge in connection with the Corporate Reorganization and IPO (see
Note 7—Share-based Compensation
for further detail on the share-based compensation charge) representing approximately 3.1%. These compensation costs are not deductible for federal and state income taxes due to prior Section 83(b) elections.
14. Income Taxes
Guardian Pharmacy Services, Inc. is taxed as a corporation and is subject to paying corporate federal, state and local taxes on the income attributable to it from its 100% ownership of Guardian Pharmacy, LLC, its economic interest held in the
non-controlling
subsidiaries, as well as any stand-alone income or loss it generates. The
non-controlling
entities are treated as a partnership for U.S. federal and most applicable state and local income tax purposes. Prior to the Corporate Reorganization, Guardian Pharmacy, LLC was comprised of entities treated as partnerships for income tax purposes. As a partnership it was not subject to U.S. federal and certain state and local income taxes. As a result of the Corporate Reorganization, the Company is subject to federal and state corporate income taxes beginning on September 27, 2024.
 
 
The expense (benefit) for income taxes consists (in thousands):
 
    
Year Ended December 31,
  
    
 2023 
     
 2024 
  
Current:
      
Federal
    $ —      $ 2,970  
State
      —        885  
  
 
 
     
 
 
  
Total current tax
      —        3,855  
  
 
 
     
 
 
  
Deferred:
      
Federal
      —        533  
State
      —        168  
  
 
 
     
 
 
  
Total deferred tax
      —        701  
  
 
 
     
 
 
  
Provision for income taxes
   
$
—
 
   
$
4,556
 
  
 
 
     
 
 
  
Reconciliation between the Company’s income tax expense and taxes computed at the federal statutory tax rate of 21.0% for calendar years ended December 31, 2024 and 2023 were as follows (in thousands):
 
    
Year Ended December 31,
  
    
 2023 
     
 2024 
  
Tax at federal statutory rate
    $ —      $ (13,960 ) 
Partnership income (federal) not subject to tax to the Company
      —        (8,307 ) 
State taxes (net of federal benefit)
      —        828  
Nondeductible Compensation
      —        26,406  
Other
      —        (411 ) 
  
 
 
     
 
 
  
Provision for income taxes
    $ —      $ 4,556  
  
 
 
     
 
 
  
Effective income tax rate
         (6.85 )% 
  
 
 
     
 
 
  
The Company’s effective tax rate for the year ended December 31, 2024, was (6.85)% percent. The comparison of the Company’s effective tax rate to the U.S. statutory rate of 21% was primarily due to the $125,741 incremental share-based compensation charge in connection with the Corporate Reorganization and IPO (see Note 11 - Share-based Compensation for further detail on the share-based compensation charge). These compensation costs are not deductible for federal and state income taxes due to prior Section 83(b) elections. Furthermore, before the Corporate Reorganization, the partnership income from Guardian Pharmacy, LLC and subsidiaries’
non-controlling
interest amounted to $39,115, which is not taxable to the Company.
The results for the prior period do not reflect income tax expense because, prior to the Corporate Reorganization, the Company was treated as a partnership for U.S. federal and most applicable state and local income tax purposes and was not subject to corporate tax.
 
 
Deferred Income Taxes
The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities as of December 31, 2024 and 2023 were as follows (in thousands):
 
    
December 31,
  
    
2023
     
2024
  
Deferred tax assets
      
Amortization
    $ —      $ 7,939  
Lease and rents
      —        7,382  
Insurance and bad debt reserves
      —        3,366  
Accrued expenses
      —        733  
Other
      —        341  
  
 
 
     
 
 
  
Total deferred tax assets
      —        19,761  
  
 
 
     
 
 
  
Valuation allowance for deferred tax assets
      —        —  
  
 
 
     
 
 
  
Deferred tax assets, net of valuation allowance
    $ —      $ 19,761  
  
 
 
     
 
 
  
Deferred tax liabilities
      
Lease and rents
      —        (7,139 ) 
Depreciation
      —        (6,609 ) 
Other
      —        (741 ) 
  
 
 
     
 
 
  
Net deferred tax assets
   
$
—
 
   
$
5,272
 
  
 
 
     
 
 
  
 
 
As of December 31, 2024 and 2023, the Company had net deferred tax assets of $5,272 and $0, respectively. The increase is largely attributable to the Corporate Reorganization. As a result of the Corporate Reorganization, the Company recognized tax basis for the $55,176 in cash payments (the “tax
step-up”)
related to the Merger Consideration. To reflect this new taxability at the corporate level and the tax
step-up,
the Company recorded an incremental net deferred tax asset through additional
paid-in
capital of $5,973.
At the Corporate Reorganization and as of December 31, 2024, the Company concluded, based on all positive and negative evidence that it is more likely than not that all deferred tax assets will be utilized.
At December 31, 2024, the Company did not have any federal or state net operating loss carryforwards.
Unrecognized Tax Benefits
The Company recognizes income tax benefits for those income tax positions determined more likely than not to be sustained upon examination, based on the technical merits of the positions. No uncertain tax positions existed as of December 31, 2024.
Guardian Pharmacy, LLC and its subsidiaries’ federal tax returns for tax years ended December 31, 2023, 2022 and 2021 have not been examined by the Internal Revenue Service (“IRS”) and remain open as of December 31, 2024. Guardian Pharmacy, LLC and its subsidiaries’ are subject to ongoing state and local examinations for various periods. Activity related to these examinations for various periods. Activity related to these examinations did not have a material impact on the Company’s financial position or results of operations.