Sign in

SWAG on Nasdaq

Stran & Company, Inc.

Stran & Company, Inc. is an American advertising agencies services company based in Quincy.2 Its shares trade on Nasdaq under the symbol SWAG.2

Price unavailable

Last updated Oct 21, 2026.

Overview

Compare with Starco Brands, Inc., Haoxi Health Technology Ltd or Groupon, or pick any stock.

  • TickerSWAG on Nasdaq2
  • IndustryServices-Advertising Agencies2
  • HeadquartersQuincy, United States2
  • Incorporated inNV3
  • Business address2 Heritage Drive, Suite 600, Quincy, Ma 021713
  • Filer category, Emerging growth company3
  • Legal formCorporation2
  • LEI549300KE0C6619P5BF592
  • StatusActive2
  • LEI statusLapsed (not renewed)2
  • Registered addressC/O Vcorp Services, LLC, 89701 Carson City, United States2
  • Registered withBusiness Center (Secretary of State), E14687142021-32

See how the biggest companies compare on our leaderboards

Market Position . Our over 30 years’ history and size make us a leader in the U.S.4 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

29.5%Gross margin5
-1.7%Operating margin5
-0.6%Net margin5
40.6%Revenue growth, 20255
-2.4%Return on equity5
-$5.5MFree cash flow5

What sells

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

Products and services

Promotional Products Dropshipping brought in 36% of the revenue Stran & Company, Inc. broke down this way in fiscal 2025.

  1. Promotional Products Dropshipping$42.0M536%up 22% from 2024
  2. Casino Continuity Program$32.8M528%up 281% from 2024
  3. Promotional Products Bulk Dropshipping$15.9M514%down 0% from 2024
  4. Promotional Products Company Owned Inventory$15.2M513%up 5% from 2024
  5. Promotional Products Thirdparty Distributor$8.3M57%up 51% from 2024
  6. Rewards Program$1.1M51%down 8% from 2024
  7. Additional Services$892.0K51%up 62% from 2024
Products and services by year
Products and services20242025
Promotional Products Dropshipping$34.5M$42.0M
Casino Continuity Program$8.6M$32.8M
Promotional Products Bulk Dropshipping$15.9M$15.9M
Promotional Products Company Owned Inventory$14.4M$15.2M
Promotional Products Thirdparty Distributor$5.5M$8.3M
Rewards Program$1.2M$1.1M
Additional Services$550.0K$892.0K

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue71¢$82.0M
  • Other costs29¢$34.1M
  • Income tax0¢$120.0K

Out of $116.2M in revenue.5 The company lost money this year.

Financial statements

Revenue67895$116.2M in 2025+208% since 2020
0$50.0M$100.0M$150.0M2020: $37.8M$37.8M20202021: $39.7M$39.7M2021+5%2022: $57.9M$57.9M2022+46%2023: $76.0M$76.0M2023+31%2024: $82.7M$82.7M2024+9%2025: $116.2M$116.2M2025+41%
Gross profit67895$34.2M in 2025+198% since 2020
0$10.0M$20.0M$30.0M$40.0M2020: $11.5M$11.5M20202021: $11.8M$11.8M2021+3%2022: $15.4M$15.4M2022+30%2023: $24.9M$24.9M2023+62%2024: $25.8M$25.8M2024+4%2025: $34.2M$34.2M2025+33%
Operating income67895-$2.0M in 2025
-$6.0M-$4.0M-$2.0M0$2.0M2020: $1.5M$1.5M20202021: -$437.9K-$437.9K20212022: -$3.6M-$3.6M2022+719%2023: -$1.3M-$1.3M2023−65%2024: -$4.9M-$4.9M2024+286%2025: -$2.0M-$2.0M2025−60%
Net income67895-$747.0K in 2025
-$6.0M-$4.0M-$2.0M0$2.0M2020: $1.0M$1.0M20202021: $235.2K$235.2K2021−77%2022: -$3.5M-$3.5M20222023: -$385.0K-$385.0K2023−89%2024: -$4.1M-$4.1M2024+975%2025: -$747.0K-$747.0K2025−82%

Every line of the income statement as filed: the last 2 fiscal years, latest first.5

Period ending2025-12-312024-12-31
Total sales$116.2M$82.7M
Total cost of sales$82.0M$56.8M
GROSS PROFIT$34.2M$25.8M
General and administrative expenses$36.2M$30.7M
Total operating expenses$36.2M$30.7M
LOSS FROM OPERATIONS-$2.0M-$4.9M
Other income$937.0K$38.0K
Interest income$296.0K$305.0K
Change in fair value of contingent earn-out liability$208.0K
Realized gain on investments$97.0K$208.0K
Total other income$1.3M$759.0K
LOSS BEFORE INCOME TAXES-$627.0K-$4.1M
Provision for income taxes$120.0K$5.0K
NET LOSS-$747.0K-$4.1M
Basic (in Dollars per share)-$0.04-$0.22
Diluted (in Dollars per share)-$0.04-$0.22
Basic (in Shares)18.5M shares18.6M shares
Diluted (in Shares)18.5M shares18.6M shares

Compare Stran & Company, Inc. with another company

Corporate structure

Stran & Company, 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.

Major holders of Stran & Company, Inc.

  • Alta Partners LLC Filed SCHEDULE 13G/A on Stran & Company, Inc., latest Jan 29, 2026 (2 filings since Nov 10, 2025)
  • Andrew Shape Filed SCHEDULE 13G/A on Stran & Company, Inc., latest Nov 5, 2025 (4 filings since Jan 19, 2022)
  • Andrew Stranberg Filed SCHEDULE 13G/A on Stran & Company, Inc., latest Nov 4, 2025 (4 filings since Jan 19, 2022)
  • Stran & Company, Inc. Quincy, Massachusetts, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Stran & Company, 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

ItemLatestA year beforeChange
Property and equipment, before depreciation$4.3M5 Dec 31, 2025$3.7M5 Dec 31, 2024+16.7%
Accumulated depreciation$2.4M5 Dec 31, 2025$2.0M5 Dec 31, 2024+18.7%
Property and equipment, net$1.9M5 Dec 31, 2025$1.7M5 Dec 31, 2024+14.3%
Operating-lease assets (leased space)$2.0M5 Dec 31, 2025$797.0K5 Dec 31, 2024+156.6%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$6.8M5 Dec 31, 2025$9.4M5 Dec 31, 2024−27.8%
Marketable securities, current$4.9M5 Dec 31, 2025$8.9M5 Dec 31, 2024−45.0%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$2.3M5 Dec 31, 2025$2.3M5 Dec 31, 20240%
Finite-lived intangibles, net$3.7M5 Dec 31, 2025$4.2M9 Dec 31, 2024−11.5%

Inventory

ItemLatestA year beforeChange
Inventory, total$7.6M5 Dec 31, 2025$5.4M5 Dec 31, 2024+41.4%
Work in process$343.0K5 Dec 31, 2025$296.0K5 Dec 31, 2024+15.9%
Finished goods$7.3M5 Dec 31, 2025$5.1M5 Dec 31, 2024+42.9%

Properties, in its own words

We are headquartered in Quincy, Massachusetts, where we occupy approximately 10,000 square feet of office space pursuant to a lease agreement that will terminate on May 31, 2032, with an option to extend the lease an additional five years. This lease was entered into on January 10, 2025 and the lease term began on June 1, 2025. The lease contains an initial base rent of approximately $21 thousand per month with 2.2% - 2.5% annual escalations, plus a percentage of taxes and operating expenses incurred by the lessor in connection with the ownership and management of the property. Our management team, client service team, marketing, operations, and sales team are all primarily based in this office. Prior to June 1, 2025, we occupied a different office space in Quincy, Massachusetts. Our monthly rent for this facility was $26,491 from June 2023 to May 2024 and $27,148 from June 2024 to May 2025.

Under a lease agreement dated May 31, 2023 (the “Miller Lease Agreement”) with Miller Family Walpole LLC, as landlord (the “Miller Landlord”), for a warehouse facility in Walpole, Massachusetts, the initial lease term commenced on June 1, 2023 and terminates on May 31, 2028. We paid base rent of $179,550 in the first year of the lease and will pay an increase of 2% per annum in each subsequent year. We may extend the term for an additional five years upon the same base rent terms upon 12 months’ notice. We will be responsible for all property and other taxes and expenses related to the facility except for maintenance of certain structural elements. We may assign our rights to the lease and property at the facility as collateral to a lender. The Miller Landlord is also required to execute a landlord lien waiver and collateral access agreement upon request. The Miller Lease Agreement contains provisions for minimum insurance, mutual indemnification from certain claims relating to the Miller Lease Agreement, and customary default and related termination and remedy provisions.

The rest of Item 2

We also lease satellite office space in Warsaw, Indiana; Mt. Pleasant, South Carolina; Walpole, Massachusetts; Tomball, Texas; and Irvine, California. Our aggregate rent payments for these facilities was approximately $749,000 during the fiscal year ended December 31, 2025. Our employees also work remotely from 22 additional locations around the United States using other facilities.

We believe that all our properties have been adequately maintained, are generally in good condition, and are suitable and adequate for our businesses.

Item 2 of the 10-K filed Mar 25, 2026.4

Leadership

Who has led Stran & Company, Inc., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Andrew Shape2021–now

President

  1. Andrew Shape2021–now

Chief financial officer

  1. Christopher Rollins2021
  2. David Browner2022–now

Chief operating officer

  1. Sheila Johnshoy2022–2024
2025
Board members and other officers (14)

Timeline

  1. Aug 25, 20268-K Shareholder vote28
  2. Aug 11, 20268-K Results of operations29
  3. Aug 6, 20268-K Regulation FD disclosure30
  4. May 12, 20268-K Results of operations31
  5. May 8, 20268-K Regulation FD disclosure32
  6. Mar 25, 20268-K Results of operations33
  7. Mar 23, 20268-K Regulation FD disclosure34
  8. Feb 20, 20268-K Executive or director change35
  9. Nov 28, 20258-K Executive or director change; Regulation FD disclosure36
  10. Nov 12, 20258-K Results of operations37
  11. Nov 4, 20258-K Regulation FD disclosure38
  12. Aug 29, 20258-K Entered a material agreement39
  13. Nov 8, 2021New chief executive Andrew Shape becomes CEO12

Calendar

Coming up

  1. Nov 11, 2026Reports results for the quarter ending Sep/202640

When it reported results

  1. Aug 11, 2026Reported quarterly or annual results29
  2. May 12, 2026Reported quarterly or annual results31
  3. Mar 25, 2026Reported quarterly or annual results33
  4. Nov 12, 2025Reported quarterly or annual results37
  5. Aug 12, 2025Reported quarterly or annual results41
  6. Aug 1, 2025Reported quarterly or annual results42
  7. May 15, 2025Reported quarterly or annual results43
  8. May 12, 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

266 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 88 major events, 60 insider forms, 10 large holders, 2 private raises, 85 other. The latest 20:

  1. Aug 25, 20268-K CURRENT REPORT EDGAR
  2. Aug 14, 20264 EDGAR
  3. Aug 14, 20264 EDGAR
  4. Aug 14, 20264 EDGAR
  5. Aug 14, 20264 EDGAR
  6. Aug 11, 20268-K CURRENT REPORT EDGAR
  7. Aug 11, 202610-Q QUARTERLY REPORT EDGAR
  8. Aug 6, 20268-K CURRENT REPORT EDGAR
  9. Jul 15, 2026ARS EDGAR
  10. Jul 15, 2026DEFA14A DEFINITIVE ADDITIONAL MATERIALS EDGAR
  11. Jul 15, 2026DEF 14A DEFINITIVE PROXY STATEMENT EDGAR
  12. May 12, 20268-K CURRENT REPORT EDGAR
  13. May 12, 202610-Q QUARTERLY REPORT EDGAR
  14. May 8, 20268-K CURRENT REPORT EDGAR
  15. Apr 17, 2026EFFECT EDGAR
  16. Apr 15, 2026CORRESP EDGAR
  17. Apr 15, 2026UPLOAD EDGAR
  18. Apr 9, 2026S-3 REGISTRATION STATEMENT EDGAR
  19. Mar 25, 20268-K CURRENT REPORT EDGAR
  20. Mar 25, 202610-K ANNUAL REPORT EDGAR

The 266 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

15 open-market trades by officers, directors and large owners since October 2021: 15 buys and 0 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jun 27, 2025Audibert JohnCSO and CCOBuy4,500$1.50$6.7KForm 4
Sep 7, 2023Marshall AshleyDirectorBuy760$1.26$958Form 4
Aug 28, 2023Stranberg AndrewEC, Treasurer & Sec.Buy10,560$1.10$11.6KForm 4
Jun 30, 2023Stranberg AndrewEC, Treasurer & Sec.Buy9,934$1.51$15.0KForm 4
Jun 29, 2023Stranberg AndrewEC, Treasurer & Sec.Buy2,696$1.48$4.0KForm 4
Jun 27, 2023Audibert JohnCSO and CCOBuy3,250$1.47$4.8KForm 4
Jun 23, 2023Chippindale AlanDirectorBuy8,000$1.47$11.8KForm 4
Dec 30, 2022Nolley JasonChief Technology OfficerBuy4,000$1.24$5.0KForm 4
Dec 14, 2022Stranberg AndrewEC, Treasurer & Sec.Buy25,000$1.27$31.8KForm 4
Dec 13, 2022Shape AndrewPresident and CEOBuy141$1.39$196Form 4
Dec 12, 2022Shape AndrewPresident and CEOBuy1,859$1.35$2.5KForm 4
Dec 9, 2022Audibert JohnCSO and CCOBuy5,000$1.36$6.8KForm 4
May 20, 2022Stranberg AndrewEC, Treasurer & Sec.Buy18,000$1.76$31.7KForm 4
May 20, 2022Shape AndrewPresident and CEOBuy15,000$1.76$26.4KForm 4
May 20, 2022Audibert JohnCSO and CCOBuy5,000$1.77$8.8KForm 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.

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
2025Andrew Stranberg,54$500.0K48
2025Andrew ShapePresident and53$407.7K$457.7K48
2025David Browner,38$253.8K$296.5K48
2024Executive Chairman$500.0K48
2024Chief Executive Officer$400.0K48
2024Chief Financial Officer$250.0K$296.7K48

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.

Money received by year$22.6M 2020–2022
Money received by yearMoney received by year, 2020–2022: $22.6M in all. Private raises (Form D) $21.8M; PPP loans $770.1K.$0$10M$20M$30M2020 · PPP loans: $770.1K20202021 · Private raises (Form D): $21.7M20212022 · Private raises (Form D): $100.0K2022
Figures by year
YearPrivate raises (Form D)PPP loansTotal
2022$100.0K–$100.0K
2021$21.7M–$21.7M
2020–$770.1K$770.1K

Private raises

Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.

  1. Aug 31, 2022Raised $100,000 in a private offering of equity49 Form D: 1 investor so far Form D
  2. Dec 10, 2021Raised $21.7 million in a private offering of equity50 Form D: 18 investors so far Form D

PPP loans

Paycheck Protection Program loans of $150,000 and up, approved April 2020 to July 2021, from the SBA51. Matched to this company by name and state.

  1. Apr 15, 2020$770.1K PPP loan (first draw) from Bank of America, National Association51To STRAN & COMPANY, INC., Quincy MA; $779.0K forgiven Jun 17, 2021

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
Mink Brook Asset Management LLC756,482$1.7M0.7%+259,068
Vanguard Capital Management LLC273,239$609.3K0.0%+5,934
Renaissance Technologies LLC194,331$433.4K0.0%−20,400
Citadel Advisors LLC102,465$228.5K0.0%−9,606
Geode Capital Management, LLC97,030$216.4K0.0%−26,896
BlackRock, Inc.74,712$166.6K0.0%No change
Vanguard Fiduciary Trust Co59,800$133.4K0.0%No change
Morgan Stanley58,750$131.0K0.0%New
State Street Corp57,424$128.1K0.0%No change
XTX Topco Ltd23,056$51.4K0.0%+576
Northern Trust Corp21,065$47.0K0.0%−3,014
Centiva Capital, LP20,048$44.7K0.0%New
Jane Street Group, LLC12,830$28.6K0.0%−36,943
Raymond James Financial Inc10,000$22.3K0.0%No change
Tower Research Capital LLC (TRC)1,675$3.7K0.0%−425
Catherine Avery Investment Management LLC500$1.1K0.0%New
UBS Group AG438$9770.0%New
Osaic Holdings, Inc.400$8920.0%−700
Strive Financial Group ,LLC400$8920.0%No change
Barclays PLC109$2430.0%New
Jpmorgan Chase & Co36$800.0%New
Hrt Financial LP23,964$530.0%New
Caitong International Asset Management Co., Ltd4$90.0%New

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

SEC filer profile

How Stran & Company, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARStran & Company, Inc.1
  • CIK0001872525
  • Employer ID (EIN)04-32972004
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company4
  • Incorporated inNevada4
  • Fiscal year endsDecember 311
  • Industry code (SIC)7311 Services-Advertising Agencies1
  • SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance1
  • Business address2 Heritage Drive, Suite 600, Quincy, MA 021711
  • Phone80083333091
  • Shares outstanding18,639,589 as of Aug 7, 202611
  • Public float$14.2M as of Jun 30, 20254
  • AuditorMarcum LLP, Marlton, New Jersey PCAOB ID 688; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceJul 23, 20211
  • Filings271 in all: 8-K (85), 4 (42), 424B3 (25), 3 (18), 10-Q (15), CORRESP (8), EFFECT (8), POS AM (7)1
    All 37 form types

    UPLOAD (7), 10-K (5), S-1/A (5), DEF 14A (4), SC 13G/A (4), 8-K/A (3), ARS (3), DEFA14A (3), SCHEDULE 13G/A (3), D (2), DRSLTR (2), NT 10-Q (2), S-1 (2), S-3 (2), SC 13G (2), 10-K/A (1), 424B4 (1), 8-A12B (1), AW (1), CERT (1), DEF 14C (1), DRS (1), DRS/A (1), FWP (1), NT 10-K (1), PRE 14C (1), S-1MEF (1), S-8 (1), SCHEDULE 13G (1)

  • Latest filingsAnnual report (10-K) Mar 25, 2026
    Quarterly report (10-Q) Aug 11, 2026
    Proxy statement (DEF 14A) Jul 15, 2026
    Latest 8-K (8-K) Aug 25, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $0.0001 per shareSWAGThe Nasdaq Stock Market LLC
Warrants, each warrant exercisable for one share of Common Stock, at an exercise price of $4.81375SWAGWThe Nasdaq Stock Market LLC

From the cover page of the 10-K filed Mar 25, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Stran & Company, Inc. names in Item 1A of its 10-K filed Mar 25, 2026: 49 risks under these headings, as written.4

  • Risks Related to Our Business and Industry
  • Changes to trade regulation, quotas, duties, tariffs or other restrictions caused by the changing U.S. and geopolitical environments or otherwise, such as those with respect to China, may materially harm our revenue and results of operations, such as by increasing our costs and/or limiting the amount of products that we can import.
  • Shortages of supply of merchandise from suppliers, interruptions in our manufacturing, and local conditions in the countries in which we source goods and materials could adversely affect our results of operations.
  • Increases in the price of merchandise and raw materials used to manufacture our products could materially increase our costs and decrease our profitability.
  • Our customers may cancel or decrease the quantity of their orders, which could negatively impact our operating results.
  • We may be unable to identify or to complete acquisitions or to successfully integrate the businesses we acquire.
  • If our information technology systems suffer interruptions or failures, including as a result of cyberattacks, our business operations could be disrupted and our reputation could suffer.
  • We rely on software and services from other parties. Defects in or the loss of access to software or services from third parties could increase our costs and adversely affect the quality of our products.
  • Failure to comply with data privacy and security laws and regulations could adversely affect our operating results and business.
  • The Consumer Product Safety Improvement Act and other existing or future government regulation could harm our business or may cause us to incur additional costs associated with compliance.
  • We are subject to international, federal, national, regional, state, local and other laws and regulations, and failure to comply with them may expose us to potential liability.
  • Implementation of technology initiatives could disrupt our operations in the near term and fail to provide the anticipated benefits.
The other 38 risks
  • Inability to attract and retain key management or other personnel could adversely impact our business.
  • Failure to preserve positive labor relationships with our employees could adversely affect our results of operations.
  • We are exposed to the risk of non-payment by our customers on a significant amount of our sales.
  • There is a risk of dependence on one or a group of customers.
  • Our business incurs significant freight and transportation costs. Any changes in our shipping arrangements or any interruptions in shipping could harm our business, results of operations and financial condition.
  • Our business may be impacted by unforeseen or catastrophic events, including the emergence of pandemics or other widespread health emergencies, terrorist attacks, extreme weather events or other natural disasters and other unpredicted events.
  • We face intense competition within our industry and our revenue and/or profits may decrease if we are not able to respond to this competition effectively.
  • We face intense competition to gain market share, which may lead some competitors to sell substantial amounts of goods at prices against which we cannot profitably compete.
  • Global, national or regional economic slowdowns, high unemployment levels, fewer jobs, changes in tax laws or cost increases might have an adverse effect on our operating results.
  • The promotional products, trade show and events marketplace, loyalty and program management business industries are subject to pricing pressures that may cause us to lower the prices we charge for our products and services that adversely affect our financial performance.
  • The apparel industry, including corporate identity apparel, is subject to changing fashion trends and if we misjudge consumer preferences, the image of one or more of our brands may suffer and the demand for our products may decrease.
  • Our success depends upon the continued protection of our intellectual property rights and we may be forced to incur substantial costs to maintain, defend, protect and enforce our intellectual property rights.
  • Climate change impacts including supply chain disruptions, operational impacts, and geopolitical events may impact our business operations.
  • Increased focus by governments, vendors, stockholders, and customers on sustainability issues, including those related to climate change, may have a material adverse effect on our business and operations.
  • Some of the products that we design or otherwise assist customers with producing create exposure to potential product liability, warranty liability or personal injury claims and litigation.
  • Defects in the products that we design or otherwise assist customers with producing could reduce demand for our products and result in a decrease in sales and market acceptance and damage to our reputation.
  • We may be subject to periodic litigation in both domestic and international jurisdictions that may adversely affect our financial position and results of operations.
  • Volatility in the global financial markets could adversely affect results.
  • We identified material weaknesses in our internal control over financial reporting as of December 31, 2025. If we fail to remediate the material weaknesses, we may be unable to accurately report our financial results or prevent fraud, and investor confidence and the market price of our shares may be adversely affected.
  • Increases in the cost of employee benefits could impact our financial results and cash flow.
  • We may recognize impairment charges, which could adversely affect our financial condition and results of operations.
  • Environmental regulations may impact our future operating results.
  • If we are unable to accurately predict our future tax liabilities, become subject to increased levels of taxation or our tax contingencies are unfavorably resolved, our results of operations and financial condition could be adversely affected.
  • Risks Related to our Common Stock and Publicly-Traded Warrants
  • The market prices of our securities may fluctuate, and you could lose all or part of your investment.
  • We may not be able to maintain a listing of our common stock and publicly-traded warrants on Nasdaq.
  • Our publicly-traded warrants may not have any value.
  • Holders of publicly-traded warrants have no rights as stockholders until such holders exercise their publicly-traded warrants and acquire our shares of common stock.
  • The warrant certificate governing our publicly-traded warrants designates the state and federal courts of the State of New York sitting in the City of New York, Borough of Manhattan, as the exclusive forum for actions and proceedings with respect to all matters arising out of the publicly-traded warrants, which could limit a warrantholder’s ability to choose the judicial forum for disputes arising out of the publicly-traded warrants.
  • We do not expect to declare or pay dividends in the foreseeable future.
  • If securities industry analysts do not publish research reports on us, or publish unfavorable reports on us, then the market price and market trading volume of our securities could be negatively affected.
  • Future issuances of our common stock or securities convertible into, or exercisable or exchangeable for, our common stock, or the expiration of lock-up agreements that restrict the issuance of new common stock or the trading of outstanding common stock, could cause the market price of our securities to decline and would result in the dilution of your holdings.
  • Future issuances of debt securities, which would rank senior to our common stock upon our bankruptcy or liquidation, and future issuances of preferred stock, which could rank senior to our common stock for the purposes of dividends and liquidating distributions, may adversely affect the level of return you may be able to achieve from an investment in our securities.
  • We are authorized to issue “blank check” preferred stock without stockholder approval, which could adversely impact the rights of holders of our securities.
  • If our securities become subject to the penny stock rules, it would become more difficult to trade our shares.
  • We are subject to ongoing public reporting requirements that are less rigorous than Exchange Act rules for companies that are not emerging growth companies and our stockholders could receive less information than they might expect to receive from more mature public companies.
  • As a non-accelerated filer, we are not required to comply with the auditor attestation requirements of the Sarbanes-Oxley Act.
  • We are a “smaller reporting company” within the meaning of the Exchange Act, and if we take advantage of certain exemptions from disclosure requirements available to smaller reporting companies, this could make our securities less attractive to investors and may make it more difficult to compare our performance with other public companies.
  • As a “smaller reporting company,” we may at some time in the future choose to exempt our company from certain corporate governance requirements that could have an adverse effect on our public stockholders.

Legal proceedings

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. We are not currently aware of any such legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results.

The opening of Item 3, Legal Proceedings.4

Sources

The numbers on this page point here. Each one links to the record it came from.

  1. 1
  2. 2
  3. 3
  4. 4
  5. 5
  6. 6
  7. 7
  8. 8
  9. 9
  10. 10
  11. 11
  12. 12
  13. 13
  14. 14
  15. 15
  16. 16
  17. 17
  18. 18
  19. 19
  20. 20
  21. 21
  22. 22
  23. 23
  24. 24
  25. 25
  26. 26
  27. 27
  28. 28
  29. 29
  30. 30
  31. 31
  32. 32
  33. 33
  34. 34
  35. 35
  36. 36
  37. 37
  38. 38
  39. 39
  40. 40
  41. 41
  42. 42
  43. 43
  44. 44
  45. 45
  46. 46
  47. 47
  48. 48
  49. 49
  50. 50
  51. 51