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Capstone Holding Corp.

Capstone Holding Corp. is a largest wholesale distributor of thin veneer masonry products in the United States.2 It is headquartered in Kalispell, United States.2

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Last updated Oct 21, 2026.

Overview

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  • TickerCAPS on Nasdaq2
  • IndustryWholesale-Lumber & Other Construction Materials2
  • HeadquartersKalispell, United States2
  • Incorporated inDE3
  • Business address18400 76Th Avenue, Tinley Park, Il 604773
  • Filer category, Emerging growth company3
  • Legal formCorporation2
  • LEI984500CRFF405FD7EE302
  • StatusActive2
  • LEI statusIssued and current2
  • Registered address1001 S MAIN STREET, 59901 Kalispell, United States2
  • Registered withSecretary of State Corporate Records, D14711732

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Instone, founded over 30 years ago, is the largest wholesale distributor of thin veneer masonry products in the United States, operating from five distribution centers in the Northeast, Midwest, Mid-Atlantic, and West Coast. CSI is a leading wholesale distributor of natural and manufactured stone products in Canada, operating from two locations in British Columbia and Ontario. Carolina Stone distributes and installs thin veneer stone and related masonry products for residential, commercial, and multi-family projects in the Southeast United States from two locations in North Carolina. Together, our platform offers over 3,000 SKUs across nine warehouse and distribution center locations, serving a diverse base of masonry dealers, contractors, builders, and homeowners.5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

23.0%Gross margin6
-23.4%Operating margin6
-45.3%Net margin6
2.3%Revenue growth, 20256
-170.5%Return on equity6
0.75×Debt to equity6
-$4.5MFree cash flow6

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Business segments

Total Stone brought in 93% of the revenue Capstone Holding Corp. broke down this way in fiscal 2025.

  1. Total Stone$43.5M693%down 3% from 2024
  2. Carolina Stone Holdings$3.3M67%
Business segments by year
Business segments202320242025
Total Stone$44.9M$43.5M
Carolina Stone Holdings$0$3.3M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue63¢$36.1M
  • Selling, general and admin25¢$14.4M
  • Income tax12¢$7.2M

Out of $46.9M in revenue.6 The company lost money this year.

Financial statements

Revenue786$46.9M in 2025
-$20.0M0$20.0M$40.0M$60.0M2017: $0$020172018: -$2.0M-$2.0M20182023: $48.6M$48.6M20232024: $45.8M$45.8M2024−6%2025: $46.9M$46.9M2025+2%
Gross profit86$10.8M in 2025+12% since 2023
0$5.0M$10.0M$15.0M2023: $9.6M$9.6M20232024: $9.6M$9.6M2024−0%2025: $10.8M$10.8M2025+13%
Operating income786-$11.0M in 2025
-$15.0M-$10.0M-$5.0M0$5.0M2017: $1.7M$1.7M20172018: $181.0K$181.0K2018−89%2023: -$1.3M-$1.3M20232024: -$638.0K-$638.0K2024−49%2025: -$11.0M-$11.0M2025+1622%
Net income786-$21.2M in 2025
-$30.0M-$20.0M-$10.0M0$10.0M2017: $1.8M$1.8M20172018: $380.0K$380.0K2018−78%2023: -$3.8M-$3.8M20232024: -$2.6M-$2.6M2024−33%2025: -$21.2M-$21.2M2025+728%

Every line of the income statement as filed: the last 2 fiscal years, latest first.8

Period ending2024-12-312023-12-31
Sales$45.8M$48.6M
Sales returns and allowances-$932.0K-$289.0K
Net sales$44.9M$48.4M
Cost of goods sold$35.3M$38.7M
Gross Profit$9.6M$9.6M
Selling, general and administrative expenses$10.2M$10.9M
Loss from operations-$638.0K-$1.3M
Loss on investment-$8.0M
Gain on extinguishment of debt$7.2M
Interest expense-$1.5M-$1.7M
Other income (expense), net$143.0K
Net loss before taxes-$2.1M-$3.6M
Income tax expense-$442.0K-$234.0K
Net Loss-$2.6M-$3.8M
Special preferred units-$328.0K-$150.0K
Class B units preferred return-$2.6M-$1.8M
Net loss attributable to Capstone Holding Corp. stockholders-$5.5M-$5.7M
Net loss per share attributable to Capstone Holding Corp. stockholders Basic (in Dollars per share)-$34.87-$36.39
Net loss per share attributable to Capstone Holding Corp. stockholders Diluted (in Dollars per share)-$34.87-$36.39
Weighted average number of common shares outstanding Basic (in Shares)157.6K shares157.6K shares
Weighted average number of common shares outstanding Diluted (in Shares)157.6K shares157.6K shares

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Corporate structure

Capstone Holding Corp. sits at the top of its group. 14 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Capstone Holding Corp.

  • 3i, LP Filed SCHEDULE 13G on Capstone Holding Corp., latest Apr 23, 2026
  • Capstone Holding Corp. Kalispell, Montana, United States
    • Canadian Stone (Partnership) Subsidiary · British Columbia, Canada
    • Canadian Stone Inc. Subsidiary · British Columbia, Canada
    • Carolina Stone Distributors, LLC Subsidiary · North Carolina, United States
    • Carolina Stone Holdings, LLC Subsidiary · North Carolina, United States
    • Continental Stone Industries Inc. Subsidiary · Delaware, United States
    • CS Purchase Holdings, LLC Subsidiary · North Carolina, United States
    • Fraser Canyon Holdings, Inc. Subsidiary · British Columbia, Canada
    • Instone Canada Corp. Subsidiary · Alberta, Canada
    • Klad Envelope Solutions Inc. Subsidiary · British Columbia, Canada
    • NEM Purchaser, LLC Subsidiary · Delaware, United States
    • Northeast Masonry Distributors, LLC Subsidiary · Massachusetts, United States
    • TotalStone Properties, LLC Subsidiary · Delaware, United States
    • TotalStone, LLC Subsidiary · Delaware, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Capstone Holding Corp. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$4.1M6 Dec 31, 2025$3.3M8 Dec 31, 2024+24.3%
Accumulated depreciation$2.0M6 Dec 31, 2025$1.7M8 Dec 31, 2024+18.2%
Property and equipment, net$2.1M6 Dec 31, 2025$1.6M8 Dec 31, 2024+30.8%
Operating-lease assets (leased space)$5.4M6 Dec 31, 2025$2.1M8 Dec 31, 2024+161.0%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$727.0K6 Dec 31, 2025$11.0K8 Dec 31, 2024+6509.1%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$18.5M6 Dec 31, 2025$23.3M8 Dec 31, 2024−20.7%
Intangible assets, net (excluding goodwill)$1.8M6 Dec 31, 2025$48.0K6 Dec 31, 2024+3735.4%
Indefinite-lived intangibles (excluding goodwill)$64.0K6 Dec 31, 2025$48.0K6 Dec 31, 2024+33.3%
Finite-lived intangibles, gross$2.1M6 Dec 31, 2025$340.0K8 Dec 31, 2024+522.9%
Accumulated amortization$341.0K6 Dec 31, 2025-$292.0K8 Dec 31, 2024+216.8%
Finite-lived intangibles, net$1.8M6 Dec 31, 2025$06 Dec 31, 2024

Inventory

ItemLatestA year beforeChange
Inventory, total$17.1M6 Dec 31, 2025$9.6M8 Dec 31, 2024+77.1%

Properties, in its own words

TotalStone’s headquarters is located at 1 Red Valley Road, Millstone, NJ, 08510, (“Millstone”), which also serves as a distribution hub. The Millstone lease was entered into on November 1, 2020, consists of approximately 7.91 acres, and the term of the lease is through October 2027, with an average annual rent of approximately $381,000.

We lease distribution and fabrication hubs located at 18400 76th Avenue, Tinley Park, IL 60477, ("Tinley Park"), and at 26 Commerce Blvd., Plainville, MA, 02762, ("Plainville"). The Tinley Park lease is comprised of approximately 7,200 rentable square feet of leased office and warehouse space, which also serves as Capstone's corporate office. The Tinley Park lease was executed following the termination of our prior lease at 5141 W. 122nd Street, Alsip, IL effective April 30, 2026. The Tinley Park lease commences April 1, 2026, with a term of 62 months through May 31, 2031, and an average annual base rent of approximately $83,000. The Plainville lease was entered into on April 1, 2020, approximately 6.43 acres, and the term of the lease was extended through December 2029, with an annual rent of approximately $165,000.

The rest of Item 2

On January 25, 2021, we closed on the purchase of approximately 4.99 acres at 9318 Erie Avenue, Navarre, OH, 44633, (“Navarre”) for $600,000. Prior to the Navarre real estate purchase, the Company leased this property.

On December 29, 2022, we closed on the sale of 9318 Erie Avenue, Navarre, OH, 44633, (“Navarre”) for $3.2 million. The Company will leaseback the property through December 2047, with an average annual rent of approximately $332,000. This transaction is accounted for as a finance transaction under the accounting requirements of ASC 842.

Carolina Stone Properties

We lease distribution, showroom, and warehouse space at 10306 Globe Road, Morrisville, NC 27560, which serves as Carolina Stone's corporate office, showroom, and primary warehouse for the Raleigh-Durham / Triangle market area. The facility consists of approximately 13,500 square feet of leased space. The term of the lease was extended through May 31, 2027, with an average annual base rent for the renewal period of approximately $154,560

We lease regional office, showroom, and warehouse space at 901 Tulip Drive, Gastonia, NC 28052, which serves Carolina Stone's Charlotte-area operations. The facility consists of approximately 28,000 square feet on approximately 2.3 acres of land, building, and improvements. The term of the lease is through June 30, 2029, with a starting annual base rent of $130,200, escalating at 3.5% annually.

CSI Properties

We lease warehouse space at 27524 – 51A Avenue, Langley, British Columbia, Canada V4W 4A9, which serves as CSI's headquarters and primary distribution facility for the Western Canada and Pacific Northwest market. The facility consists of approximately 31,418 square feet of leased space. The lease was entered into on May 28, 2025, with Cinnabar Property Holdings Inc., commencing August 1, 2025. The term of the lease is through July 31, 2030, with a starting annual base rent of approximately $627,024.

We lease warehouse space at 45 Fenmar Drive, Toronto (North York), Ontario, Canada M9L 1M2, which serves CSI's Eastern Canada distribution operations. The facility consists of approximately 30,000 square feet of leased space. The lease was renewed for a five-year term from December 1, 2021 through November 30, 2026. The lease includes a five-year extension option that has not yet been exercised.

Item 2 of the 10-K filed Apr 16, 2026.5

Leadership

Who has led Capstone Holding Corp., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. James M. Pusey2006
  2. Matthew E. Lipman2025–2026
  3. Kevin Allan Grotke2026–now

Chair

  1. John M. Holliman Iii.2006–2016

President

  1. Randolph C. Steer2006–2011
  2. Kevin Allan Grotke2026–now

Chief financial officer

  1. Leslie M. Taeger2006–2017
2010201520202025
Board members and other officers (15)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • CS Purchase Holdings, LLC North Carolina4
  • Canadian Stone (Partnership) British Columbia, Canada4
  • Canadian Stone Inc. British Columbia, Canada4
  • Carolina Stone Distributors, LLC North Carolina4
  • Carolina Stone Holdings, LLC North Carolina4
  • Continental Stone Industries Inc. Delaware4
  • Fraser Canyon Holdings, Inc. British Columbia, Canada4
  • Instone Canada Corp. Alberta, Canada4
  • Klad Envelope Solutions Inc. British Columbia, Canada4
  • NEM Purchaser, LLC Delaware4
  • Northeast Masonry Distributors, LLC Massachusetts4
  • TotalStone Properties, LLC Delaware4
  • TotalStone, LLC Delaware4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Capstone Therapeutics Corp.May 25, 2010 to Sep 25, 20193
  • ORTHOLOGIC CORPFeb 7, 1995 to May 14, 20103
  • ORTHOLOGIC CORPORATIONFeb 11, 1994 to Feb 11, 19943

Timeline

  1. Oct 13, 20268-K Entered a material agreement; Change to shareholders' rights; Bylaws or fiscal year changed31
  2. Oct 1, 20268-K Results of operations32
  3. Sep 29, 20268-K Regulation FD disclosure; Other events33
  4. Aug 27, 20268-K Regulation FD disclosure34
  5. Aug 12, 20268-K Earlier financial statements no longer reliable35
  6. Aug 12, 20268-K Results of operations; Regulation FD disclosure36
  7. Aug 3, 20268-K Entered a material agreement37
  8. Jul 22, 2026New chief executive Kevin Allan Grotke becomes CEO11
  9. Jul 9, 20268-K Other events38
  10. Jul 6, 20268-K Entered a material agreement39
  11. Jun 22, 20268-K Entered a material agreement; New debt or obligation; Shareholder vote40
  12. Jun 12, 20268-K Entered a material agreement; Unregistered sale of shares41
  13. May 6, 20268-K Regulation FD disclosure42
  14. Apr 22, 2025New chief executive Matthew E. Lipman becomes CEO12
  15. Sep 9, 2024Founded Capstone Holding Corp. is founded2
  16. Feb 14, 2006New chief executive James M. Pusey becomes CEO13

Calendar

When it reported results

  1. Oct 1, 2026Reported quarterly or annual results32
  2. Aug 12, 2026Reported quarterly or annual results36
  3. Nov 17, 2025Reported quarterly or annual results43
  4. Apr 1, 2025Reported quarterly or annual results44

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

126 filings to the SEC since October 2021: 4 annual reports, 8 quarterly reports, 33 major events, 24 insider forms, 1 large holders, 56 other. The latest 20:

  1. Oct 13, 20268-K EDGAR
  2. Oct 1, 20268-K EDGAR
  3. Sep 30, 2026DEF 14C EDGAR
  4. Sep 29, 20268-K EDGAR
  5. Sep 14, 2026PRE 14C EDGAR
  6. Aug 27, 20268-K EDGAR
  7. Aug 12, 20268-K EDGAR
  8. Aug 12, 202610-Q/A EDGAR
  9. Aug 12, 202610-Q/A EDGAR
  10. Aug 12, 202610-Q/A EDGAR
  11. Aug 12, 202610-Q EDGAR
  12. Aug 12, 20268-K EDGAR
  13. Aug 11, 20264 EDGAR
  14. Aug 11, 20264 EDGAR
  15. Aug 11, 20264 EDGAR
  16. Aug 11, 20264 EDGAR
  17. Aug 11, 20264 EDGAR
  18. Aug 11, 20264 EDGAR
  19. Aug 11, 20264 EDGAR
  20. Aug 11, 20264 EDGAR

The 126 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

3 open-market trades by officers, directors and large owners since October 2021: 3 buys and 0 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Mar 7, 2025Strout Gordon Lewis JrDirectorBuy41,500$4.00$166.0KForm 4
Mar 7, 2025TOPOREK MICHAELDirectorBuy41,750$4.00$167.0KForm 4
Mar 7, 2025Lipman Matthew E.Chief Executive OfficerBuy41,750$4.00$167.0KForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

  • 3i, LPSCHEDULE 13G, 1 filing Apr 23, 202645

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Kevin Grotke$324.3K$329.8K46
2025Edward Schultz$238.8K$266.6K46
2025Matthew Lipman$198.1K$206.9K46
2025Michael Toporek$20.0K46
2024President and CEO of TotalStone$306.1K46
2024CFO$216.2K46
2024CEO$48.0K46
2024Chairman$48.0K46

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Geode Capital Management, LLC61,497$15.6K0.0%−205
StoneX Group Inc.39,464$12.8K0.0%New
Jane Street Group, LLC46,776$11.9K0.0%New
Goldman Sachs Group Inc15,929$4.0K0.0%New
Northern Trust Corp10,959$2.8K0.0%New
Ground Swell Capital, LLC10,448$2.7K0.0%New
KERR FINANCIAL PLANNING Corp75$6900.0%No change
Barclays PLC1,123$2850.0%New
Hrt Financial LP21,973$50.0%New

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Capstone Holding Corp. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARCapstone Holding Corp.1
  • CIK0000887151
  • Employer ID (EIN)86-05853105
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company5
  • Incorporated inDelaware5
  • Fiscal year endsDecember 311
  • Industry code (SIC)5030 Wholesale-Lumber & Other Construction Materials1
  • SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance1
  • Business address18400 76Th Avenue, Tinley Park, IL 604771
  • Phone70837106601
  • Shares outstanding20,578,551 as of Aug 10, 202647
  • AuditorGBQ Partners LLC, Columbus, Ohio PCAOB ID 1808; no auditor attestation of internal control over financial reporting5
  • On EDGAR sinceFeb 11, 19941
  • Filings846 in all: 4 (254), 8-K (179), 10-Q (76), SC 13G/A (47), 10-K (25), 3 (22), DEF 14A (22), SC 13G (20)1
    All 59 form types

    UPLOAD (18), CORRESP (15), DEFA14A (13), 5 (12), S-8 (10), 10-K/A (9), PRE 14A (9), S-1 (7), 425 (6), 8-K/A (6), EFFECT (6), S-1/A (5), S-3 (5), S-3/A (5), S-8 POS (5), SC 13D/A (5), 4/A (4), 8-A12B/A (4), NT 10-Q (4), 10-Q/A (3), 424B3 (3), 8-A12G (3), ARS (3), DEF 14C (3), PRE 14C (3), 15-12G (2), 424B4 (2), 8-A12B (2), FWP (2), REGDEX (2), RW (2), S-4/A (2), SC 13D (2), SC 13E3/A (2), 10-C (1), 25 (1), 25-NSE (1), 3/A (1), 8-A12G/A (1), CERT (1), D (1), DEFM14A (1), DRS (1), DRS/A (1), DRSLTR (1), NT 10-K (1), PREM14A (1), PRER14A (1), S-4 (1), SC 13E3 (1), SCHEDULE 13G (1)

  • Latest filingsAnnual report (10-K) Apr 16, 2026
    Quarterly report (10-Q) Aug 12, 2026
    Proxy statement (DEF 14A) May 7, 2026
    Latest 8-K (8-K) Oct 13, 2026

Securities registered for trading

ClassSymbolExchange
Common StockCAPSNasdaq

From the cover page of the 10-K filed Apr 16, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks Capstone Holding Corp. names in Item 1A of its 10-K filed Apr 16, 2026: 55 risks under these headings, as written.5

  • Risks related to our industry and economic and market conditions
  • Our industry is cyclical and highly sensitive to macroeconomic conditions. Negative economic events including, but not limited to, recessions, lower consumer confidence, high interest rates, inflation, and lower new construction home starts may materially and adversely affect the outlook for our business, liquidity and results of operations.
  • Uncertainty and volatility in the financial markets and worldwide economic conditions may adversely affect our operating results.
  • Risks related to our business
  • An inability to successfully develop new products or improve existing products could negatively impact our ability to attract new customers and/or retain existing customers, including our significant customers.
  • Although we historically have been able to retain the majority of our customers on a year to year basis, if we fail to attract new customers, retain existing customers, or maintain or increase sales to customers, our business, financial condition, results of operations, and growth prospects will be harmed.
  • Our business may be adversely affected by weather conditions and other external factors beyond our control.
  • Price volatility and supply constraints for raw materials could prevent us from meeting delivery schedules to our customers or reduce our profit margins.
  • Failure to retain or replace key personnel could hurt our operations.
  • If we are unable to enforce our intellectual property rights, or if such intellectual property rights become obsolete, our competitive position could be adversely affected.
  • We could incur significant costs as a result of compliance with, violations of or liabilities under applicable environmental, health and safety laws.
  • Changes in building codes and standards could increase the cost of our products, lower the demand for our products, or otherwise adversely affect our business.
The other 45 risks
  • The industries in which we operate are highly competitive.
  • We may be significantly affected by global climate change or by legal, regulatory or market responses to global climate change.
  • We rely on third-party suppliers, some of which are international, for materials and if we fail to identify and develop relationships with a sufficient number of qualified suppliers, or if there is a significant interruption in our supply chains, our business and results of operations could be adversely affected.
  • Loss of key suppliers and manufacturers would be highly disruptive and could affect our financial health.
  • Breaches of our information system security measures could disrupt our internal operations.
  • Damage to our computer infrastructure and software systems could harm our business.
  • We risk liabilities and losses due to property damage or product liability claims, which may not be covered by insurance.
  • Increases in labor costs, potential labor disputes, union organizing activity and work stoppages at our facilities or the facilities of our suppliers could delay or impede our production, reduce sales of our products and increase our costs.
  • Impairment of goodwill and intangible assets related to our 2025 acquisitions could materially adversely affect our results of operations and financial condition.
  • Our recently acquired businesses depend on key personnel, and the loss of these individuals could adversely affect our operations and the success of the acquisitions.
  • Our installation services business exposes us to additional liability risks that could result in claims, increased costs, or reputational harm.
  • Our increased indebtedness may limit our operational flexibility and ability to pursue additional opportunities and may adversely affect our financial condition.
  • The conversion of our outstanding convertible notes could result in significant dilution to existing shareholders
  • Grants under our equity incentive plan will dilute existing stockholders
  • Our earn-out and contingent consideration obligations related to recent acquisitions could require significant additional payments and impact our financial results.
  • Our cross-border operations subject us to multiple regulatory regimes and trade policies that could increase costs and disrupt our business.
  • Global tax developments, including the OECD Pillar Two global minimum tax, could affect our effective tax rate.
  • Our international operations expose us to foreign currency and other risks that could adversely affect our financial results.
  • We may not successfully integrate our recent acquisitions or realize their anticipated benefits
  • Risks related to our company
  • Our business has generated net losses, and we intend to continue to invest substantially in our business. Thus, we may not be able to achieve or maintain profitability. We may not be able to secure financing on favorable terms, or at all, to meet our future capital needs.
  • We may expand through investments in, acquisitions of, or the development of new products with assistance from, other companies, any of which may not be successful and may divert our management’s attention.
  • If we are unable to obtain additional financing, business operations will be harmed and if we do obtain additional financing then existing shareholders may suffer substantial dilution.
  • Our success is substantially dependent on the continued service of our senior management.
  • We may not be able to hire or retain other key personnel required for our business, which could disrupt the development and sales of our products and limit our ability to grow.
  • Affiliates of Brookstone (BPA XIV, LLC, Nectarine Management LLC and BP Peptides LLC) have significant control over shareholder matters and the minority shareholders will have little or no control over our affairs.
  • Payments to Nectarine Management LLC could reduce cash available for operations.
  • We may not have sufficient resources to effectively introduce and market our services and products, which could materially harm our operating results.
  • We could be impacted by unfavorable results of legal proceedings
  • We operate in a highly competitive industry.
  • We have material weaknesses in our internal control over financial reporting. If we fail to establish and maintain proper and effective internal control over financial reporting, our operating results and our ability to operate our business could be harmed.
  • The liquidity of the Company is largely dependent on our ability to borrow funds on our credit facilities.
  • We may be adversely affected by the effects of inflation.
  • Risks related to our securities
  • Capstone Holding Corp. is a holding company with no operations of its own, and it depends on its operating subsidiaries for cash to fund all of its operations and expenses, including to make future dividend payments, if any.
  • Sales of a significant number of shares of our Common Stock in the public market or the perception of such possible sales, could depress the market price of our Common Stock.
  • Our share price could be volatile and our trading volume may fluctuate substantially.
  • A decline in the price of our shares of Common Stock could affect our ability to raise further capital and adversely impact our ability to continue operations.
  • We have received a notification from Nasdaq regarding non-compliance with the minimum bid price requirement, and failure to regain compliance could result in delisting of our Common Stock.
  • Our ability to raise capital through shelf registration statements may be limited.
  • Financial Industry Regulatory Authority (“FINRA”) sales practice requirements may also limit a stockholder’s ability to buy and sell our Common Stock.
  • We currently do not intend to pay dividends on our Common Stock. As result, your only opportunity to achieve a return on your investment is if the price of our Common Stock appreciates.
  • We could issue additional Common Stock, which might dilute the book value of our Common Stock.
  • We may issue preferred stock with terms that could adversely affect the voting power or value of our Common Stock.
  • Future issuance of our Common Stock, preferred stock, options and warrants could dilute the interests of existing stockholders.
  • Future debt issuance may adversely affect the market price of our Common Stock.
  • Anti-takeover provisions in our certificate of incorporation, by-laws could discourage, delay or prevent a change of control of our company and may affect the trading price of our common stock.

Legal proceedings

From time to time, we may be engaged in various lawsuits and legal proceedings in the ordinary course of our business. We are currently not aware of any legal proceedings the ultimate outcome of which, in our judgment based on information currently available, would have a material adverse effect on our business, financial condition or results of operations.

The opening of Item 3, Legal Proceedings.5

Sources

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  37. 37
  38. 38
    SEC EDGAROther events
  39. 39
  40. 40
  41. 41
  42. 42
  43. 43
  44. 44
  45. 45
  46. 46
  47. 47