Inclusion Criteria:

• * overweight, defined as BMI \>= 25 kg/m2 \>= 23 kg/m2 if of Asian descent
• * HbA1c between 5.7% - 6.4% verified at baseline
• * willingness to participate in group-based sessions
• * able to engage in at least light physical activities such as walking
• * willingness to follow a prescribed diet, be randomized, self-weight, track diet, and report physical activity minutes
• * physician approval to participate

Exclusion Criteria:

• * history of type 1 diabetes or type 2 diabetes
• * use of anti-obesity medications or participation in another weight loss program or intervention
• * use of glucose lowering medications other than metformin
• * pregnant or planning to become pregnant during the intervention period
• * breastfeeding
• * use of oral corticosteroids
• * previous bariatric surgery or planning to have bariatric surgery during the study period
• * blood disorders that influence HbA1c, including frequent blood transfusions, phlebotomy, anemia, hemoglobinopathy, polycythemia
• * any condition for which the study team deems participation to be unsafe or inappropriate
• * inability to read, write, or speak English
• * inability to provide informed consent
• * adherence to a vegan or vegetarian diet
• * adherence to a very low-carbohydrate (keto) diet
• * difficulty chewing or swallowing
• * no influence over what foods are purchased, prepared, and/or served
• * above weight limit for DEXA (500 pounds)
• * untreated eating disorder or mental health conditions, such as depression with suicidal ideation, bipolar or schizophrenia with psychosis
• * use of warfarin
• * chronic kidney disease, stage 4 or higher
• * use of loop diuretics: 20mg or higher of furosemide or equivalent (Lasix (furosemide), Bumex (bumetanide), Ederin or Sodium Edecrin (ethacrynic acid), Demadex or Soaanz (torsemide))
• * any concerning values in baseline labs (participants will be referred to Primary Care Physician and will be allowed to return for later enrollment if labs are no longer concerning)
• * Triglycerides 600 Milligrams per deciliter (mg/dL) or higher
• * Thyroid stimulating hormone of any abnormal value
• * Potassium of any abnormal value