INFINITE GROUP INC

Overview

• IndustryServices-Prepackaged Software¹
• HeadquartersPittsford, New York¹
• Incorporated inDE²
• Business address80 Office Park Way, Pittsford, Ny 14534²
• Filer categoryNon-accelerated filer, Smaller reporting company²

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Headquartered in Pittsford, New York, Infinite Group is a developer of cybersecurity software and related cybersecurity consulting, advisory, and managed information security services. We principally sell our software and services through indirect channels such as Managed Service Providers (“MSPs”), Managed Security Services Providers (“MSSPs”), agents and distributors and government contractors, whom we refer to collectively as our channel partners. We also sell directly to end customers.³ From its latest annual report

Corporate structure

INFINITE GROUP INC sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What INFINITE GROUP INC 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

Investments

Properties, in its own words

Our principal offices are located at 175 Sully’s Trail, Suite 202, Pittsford, New York 14534. Beginning February 1, 2024, we reduced the square footage leased from 7,181, to 3,400. This reduced footprint is more suitable to our hybrid work from home practices, allowing us to reduce the amount of unused space, while still providing sufficient capacity to conduct daily operations without interruption. The lease continues to expire in May 2029. We do not own or operate, and have no plans to establish, any manufacturing facilities.

Item 2 of the 10-K filed Nov 3, 2025.¹¹

Leadership

Who has led INFINITE GROUP INC, and when. Pick a name to see everywhere that person has worked.

• Chief executive officerJames Villa Sep 22, 2016 to Mar 31, 2023¹²
• ChairDonald Reeve Nov 29, 2019 to Sep 20, 2021¹³
• PresidentAndrew T. Hoyen Sep 20, 2021 to Mar 31, 2023¹⁴
• PresidentJames Villa Aug 10, 2010 to Aug 10, 2010¹⁵
• Chief financial officerJames Witzel May 19, 2008 to May 25, 2017¹⁶
• Chief operating officerAndrew T. Hoyen Sep 21, 2016 to Dec 27, 2019¹⁷

Former names

• INFINITE MACHINE CORPNov 7, 1997 to Feb 10, 1998²
• INFINITE MACHINES CORPMay 14, 1996 to Jul 2, 1997²

Timeline

1. Nov 19, 20258-K Change of auditor²⁸
2. Mar 18, 20258-K Entered a material agreement²⁹
3. Aug 22, 20248-K Entered a material agreement; New debt or obligation³⁰
4. Jun 23, 20238-K Ended a material agreement³¹
5. Apr 4, 20238-K Entered a material agreement; New debt or obligation³²
6. Mar 31, 20238-K Entered a material agreement; New debt or obligation³³
7. Feb 9, 20238-K Entered a material agreement; New debt or obligation; Unregistered sale of shares³⁴
8. Nov 30, 20228-K Entered a material agreement; New debt or obligation; Unregistered sale of shares³⁵
9. Oct 19, 20228-K Bylaws or fiscal year changed; Other events³⁶
10. Sep 8, 20228-K Entered a material agreement; New debt or obligation³⁷
11. Aug 12, 20228-K Entered a material agreement; New debt or obligation³⁸
12. Aug 4, 20228-K Entered a material agreement; New debt or obligation; Unregistered sale of shares³⁹
13. Sep 22, 2016New chief executive James Villa becomes CEO¹²

Filings

78 filings to the SEC since October 2021: 4 annual reports, 13 quarterly reports, 22 major events, 4 insider forms, 4 large holders, 31 other. The latest 20:

1. May 15, 2026NT 10-Q EDGAR
2. Mar 31, 2026NT 10-K EDGAR
3. Feb 23, 202610-Q EDGAR
4. Feb 23, 202610-Q EDGAR
5. Jan 30, 202610-Q EDGAR
6. Nov 19, 20258-K EDGAR
7. Nov 14, 2025NT 10-Q EDGAR
8. Nov 3, 202510-K EDGAR
9. Nov 3, 202510-Q EDGAR
10. Nov 3, 202510-Q EDGAR
11. Nov 3, 202510-Q EDGAR
12. Nov 3, 202510-K EDGAR
13. Oct 31, 202510-Q EDGAR
14. Aug 14, 2025NT 10-Q EDGAR
15. May 15, 2025NT 10-Q EDGAR
16. Apr 1, 2025NT 10-K EDGAR
17. Mar 18, 20258-K EDGAR
18. Nov 14, 2024NT 10-Q EDGAR
19. Aug 22, 20248-K EDGAR
20. Aug 14, 2024NT 10-Q EDGAR

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

Insider trades

2 open-market trades by officers, directors and large owners since October 2021: 2 buys and 0 sales. Grants, option exercises and gifts are left out.

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.

• James VillaSC 13D/A, 1 filing Mar 16, 2022⁴⁰
• Donald ReeveSC 13D/A, 1 filing Mar 14, 2022⁴¹
• Andrew T. HoyenSC 13D, 1 filing Mar 4, 2022⁴²
• Richard PopperSC 13D, 1 filing Feb 8, 2022⁴³

Funding

Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.

PPP loans

Paycheck Protection Program loans of $150,000 and up, approved April 2020 to July 2021, from the SBA⁴⁴. Matched to this company by name and state.

1. Apr 7, 2020$957.4K PPP loan (first draw) from The Upstate National Bank⁴⁴To INFINITE GROUP, INC, Pittsford NY; $963.5K forgiven Nov 30, 2020

SEC filer profile

How INFINITE GROUP INC is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

• Name on EDGARINFINITE GROUP INC¹
• CIK0000884650
• Employer ID (EIN)52-1490422¹¹
• Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company¹¹
• Incorporated inDelaware¹¹
• Fiscal year endsDecember 31¹
• Industry code (SIC)7372 Services-Prepackaged Software¹
• SEC reviewing officeOffice of Technology, Division of Corporation Finance¹
• Business address80 Office Park Way, Pittsford, NY 14534¹
• Phone5853850610¹
• Shares outstanding521,175 as of Feb 23, 2026¹⁰
• Public float$557.3K as of Jun 30, 2023¹¹
• AuditorFreed Maxick P.C., Rochester, New York PCAOB ID 317; no auditor attestation of internal control over financial reporting¹¹
• On EDGAR sinceMay 14, 1996¹
• Filings437 in all: 4 (112), 8-K (66), 10-Q (55), 10QSB (35), 10-K (17), NT 10-Q (13), 10KSB (12), 3 (11)¹
  All 38 form types

  5 (11), SC 13D (11), NT 10-K (9), S-3/A (9), S-1/A (8), SC 13D/A (8), DEF 14A (7), S-3 (6), 10KSB/A (5), PRE 14A (5), UPLOAD (5), 10QSB/A (4), FWP (3), PRER14A (3), 10-K/A (2), 10-Q/A (2), 424B3 (2), CORRESP (2), REGDEX (2), S-8 (2), 8-A12B (1), 8-K/A (1), CT ORDER (1), POS AM (1), RW (1), S-1 (1), S-2 (1), S-2/A (1), S-8 POS (1), SEC STAFF ACTION (1)

• Latest filingsAnnual report (10-K) Nov 3, 2025
  Quarterly report (10-Q) Feb 23, 2026
  Proxy statement (DEF 14A) Dec 27, 2021
  Latest 8-K (8-K) Nov 19, 2025

Risk factors and legal proceedings

The risks INFINITE GROUP INC names in Item 1A of its 10-K filed Nov 3, 2025: 44 risks under these headings, as written.¹¹

• Risks Related to our Business and Financial Condition
• In the past, we have identified conditions and events that raise substantial doubt about our ability to continue as a going concern and it is possible that conditions and events in the future may negatively impact our ability to continue as a going concern.
• If we are unable to raise sufficient capital, we will be unable to fully fund our operations and to otherwise execute our business plan.
• Our efforts to commercialize our Nodeware solution may not be successful.
• If we do not successfully develop enhancements or new software, or scale our platform effectively, our operating results and our business may be harmed.
• If we are unable to protect our intellectual property rights, our business could be harmed, or we could be required to incur significant expenses to enforce our rights.
• We may need to defend against intellectual property infringement claims or misappropriation claims, which may be time-consuming, resource-intensive, and expensive.
• We experience fluctuations in quarterly and annual operating results.
• We do not maintain directors’ and officers’ liability insurance, which may subject us to significant exposure if one of our directors or officers is sued.
• We currently accrue a liability for a discontinued Simple IRA plan.
• We have used and may use our existing credit facility to finance our growth.
• We rely on one customer for a large portion of our revenues.

Legal proceedings

We are not presently involved in any material legal proceedings. In August 2023, a former employee of the Company's Cyber Labs division, Stuart F. Cohen, filed a complaint in the Circuit Court, Multnomah County, State of Oregon, seeking an estimated amount of $95,339.30. He was terminated in July 2023 and is seeking payment for unused vacation pay in connection with the termination of his employment, related statutory penalties and interest, and relief for an alleged breach of a promise to issue him 20,000 shares of stock at $0.61 per share. A magistrate judge recommended that the action be dismissed for lack of personal jurisdiction in November 2023 and is awaiting final action by the District Court judge. The Company has denied the allegations and seeks to vigorously defend itself in the action. On July 11, 2024, United States District Judge, Adrienne Nelson, adopted Magistrate Judge Russo’s Findings and Recommendation to dismiss Plaintiff, Stuart F. Cohen’s complaint. The District Court possessed original jurisdiction under 28 U.S.C. §§ 1331 and 1332. ER 118-23. The District Court entered a final judgment on July 11, 2024, dismissing this case without prejudice due to a lack of personal jurisdiction. ER 3. Plaintiff filed a timely notice of appeal on July 29, 2024. ER 144-46. This Court has jurisdiction under 28 U.S.C. § 1291. Both parties filed appellate briefs, and the oral arguments are tentatively scheduled sometime around May 2025. On June 5, 2025, the United States Court Ninth Circuit Court of Appeals reversed and remanded the District Court decision. On July 16, 2025, the Company filed an answer, affirmative defenses and jury demand to the complaint for damages and injunctive relief and counter claims and jury demand in the United States District Court, District of Oregon, Portland division.

The opening of Item 3, Legal Proceedings.¹¹