Welcome to our dedicated page for Paragon Technologies news (Ticker: PGNT), a resource for investors and traders seeking the latest updates and insights on Paragon Technologies stock.
Paragon Technologies, Inc. reports developments as a diversified holding company with subsidiaries engaged in material handling automation, distribution, real estate and investments. Company news centers on annual and interim operating results, distribution performance, SI Systems operating updates, investment portfolio gains or losses, and shareholder communications such as annual letters and proxy materials.
Paragon updates also cover governance matters, annual-meeting results, board composition, expense realignment and the resolution of legacy litigation liabilities tied to prior governance disputes. The coverage reflects an OTC-traded holding company whose public communications combine operating-company performance with investment and corporate-control disclosures.
Paragon Technologies announced that Interim CEO and Director Samuel S. Weiser will not seek re-election at the upcoming Annual Meeting of Shareholders. Weiser, who has served since 2012, cited the need for new independent directors to lead the company forward following a tumultuous period.
The announcement reveals serious allegations against former leader Mr. Gad, including claims of undisclosed misappropriation of corporate funds and concerns about work authorization status. Weiser and Col. Jacobs had removed Gad in August 2024.
The company outlined a strategic plan focusing on:
- Rebuilding SI Systems infrastructure
- Expanding SED beyond Colombia
- Liquidating underperforming Ohana Home Services condominiums
- Selling off poor-performing investment portfolio
- Seeking accretive acquisitions to reduce dependence on SEDC
Chairman David Lontini praised Weiser's contributions in identifying issues and managing litigation challenges.
Paragon Technologies has responded to board nominations by former CEO Sham Gad, detailing serious allegations of misconduct. The company's Audit Committee revealed that Gad, who was terminated for cause in November 2024, allegedly engaged in multiple instances of deception and misuse of corporate assets.
Key findings include:
- False claims of U.S. citizenship on various official documents
- Unauthorized work status while serving as CEO
- Misappropriation of over $82,000 in sports tickets
- Costly activist campaigns that led to significant losses, including a $3 million campaign against Ocean Power Technologies
The Board has rejected Gad's attempt to nominate five individuals for the 2025 Annual Meeting, including himself. The company's Nominating Committee deemed Gad unfit for board membership despite being the largest shareholder. Shareholders will vote at the upcoming Annual Meeting, scheduled before June 30, 2025, with a record date of May 12, 2025.
Paragon Technologies (OTC PINK:PGNT) has announced a mutual settlement agreement with Hesham M. Gad, effectively ending their ongoing litigation. The settlement terms specify that Mr. Gad will withdraw his claims against multiple Paragon directors, including Samuel S. Weiser, Jack H. Jacobs, H. Timothy Eriksen, David Lontini, and Howard Brownstein.
In a reciprocal move, Paragon has agreed to dismiss its counterclaims against Mr. Gad. This resolution marks the conclusion of the legal dispute between both parties.
Paragon Technologies (OTC PINK:PGNT) has reported its financial results for the year ended December 31, 2024. The company achieved revenue of $126 million, a slight increase from $125 million in 2023, while maintaining net income of $1.1 million.
Income before taxes and non-controlling interest reached $2.9 million in 2024, up from $2.7 million in 2023. The company incurred legal expenses of $896,392, significantly lower than the $1,963,842 in 2023. The investment portfolio recorded realized losses of $749,000 and unrealized gains of $277,000.
Under interim CEO Sam Weiser's leadership, Paragon is implementing strategic changes, including enhanced corporate governance, separation of CEO and Chairman roles, and addition of three independent directors. The company is focusing on operational efficiency, revenue growth, and strategic asset management while divesting non-profitable assets.
Hesham 'Sham' Gad, the largest stockholder of Paragon Technologies (OTC PINK:PGNT) with approximately 28.4% ownership, has announced his intention to solicit proxies and consents for his proposed slate of five director candidates for election to the Company's Board of Directors.
The announcement, made on March 26, 2025, follows his previous press release from March 18, 2025, which detailed information about the director candidates and expressed concerns regarding the Board's entrenchment actions and wasteful spending. Gad emphasized his commitment to working towards securing a bright future for Paragon for the benefit of its stockholders.
Hesham 'Sham' Gad, Paragon Technologies' (OTC PINK:PGNT) largest stockholder with 28.4% ownership, has nominated five director candidates for election to the company's Board at the 2025 Annual Meeting. This move follows his removal as Chairman and CEO in August 2024 and subsequent corporate governance disputes.
The nominated slate includes David Duquette (Littoral Power Systems CEO), James Kaufman (former Ernst & Young Senior Partner), Elodie Leoni (project management expert), Ronell Rivera (SEDC President), and Sham Gad himself. The nominees aim to separate Chairman and CEO roles, terminate the recently adopted poison pill, and implement stock ownership commitments through open market purchases.
Gad criticizes the current Board's recent adoption of a poison pill that would dilute stockholders acquiring 10% or more of shares, viewing it as an entrenchment tactic that restricts stockholder communications. He argues that no strategic plan has been delivered since his removal, while company resources are being spent on defending entrenchment actions.
Paragon Technologies (OTC Pink:PGNT) has announced the adoption of a duration stockholder rights plan by its Board of Directors, set to be voted on at the 2025 Annual Meeting. The plan aims to protect against hostile takeovers without fair control premiums.
Key features of the Rights Plan include:
- One right per common stock share will be issued to stockholders of record by March 31, 2025
- Rights become exercisable if an entity acquires 10% ownership (20% for passive investors)
- Qualifying stockholders can purchase shares at a 50% discount if triggered
- Similar protection applies in merger scenarios after 20% ownership threshold
- Board can exchange rights at one common stock share per right
- Existing stockholders above thresholds are grandfathered with restrictions on additional purchases
Paragon Technologies (OTC PINK:PGNT) Nominating Committee has responded to former CEO Sham Gad's open letter, challenging his claims about company performance. The committee alleges that Gad presented misleading information by selectively choosing dates to enhance his performance metrics.
The committee disputes several of Gad's claims, including:
- The reported $17 million in net profits (2017-2023) omits $2 million in losses from 2013-2016 and includes $4.2 million from non-economic purchase gain accounting
- Shareholders' equity growth claims exclude poor performance periods and incorrectly include non-controlling interests
- The actual shareholders' equity CAGR during Gad's tenure was 11.3% (including purchase gain) or 8.9% (excluding gain), roughly half of his claimed 20.4%
- Stock price performance under Gad's chairmanship (7.7% CAGR) underperformed major indices like NASDAQ (14.6%) and S&P500 (13.4%)