American Shared Hospital Services filings document an operating company focused on stereotactic radiosurgery equipment and advanced radiation therapy services. Its 8-K reports cover quarterly financial results, proton beam radiation therapy lease amendments, credit agreement matters, indebtedness classification, and executive officer changes.
Proxy materials describe board governance, executive compensation, equity award practices, insider trading policy references, and pay-versus-performance disclosures. The filing record also ties financing and corporate governance disclosures to the company's leasing agreements, direct patient care operations, and subsidiaries involved in radiation therapy financing and services.
American Shared Hospital Services reported higher revenues but continued losses and mounting balance-sheet pressure for the quarter ended June 30, 2026. Total revenue rose to $8,430,000 for the quarter and $15,514,000 for the first six months of 2026, up from $7,071,000 and $13,183,000 a year earlier, driven mainly by growth in the direct patient services segment in Rhode Island and Puebla and increased PBRT and Gamma Knife volumes internationally. Leasing revenue was essentially flat.
Despite top-line growth, the company posted a net loss attributable to shareholders of $514,000 in Q2 and $1,126,000 for the first half, with higher operating costs at direct patient facilities and a large $909,000 credit-loss allowance increase weighing on margins. Cash from operations improved to $4,385,000 in the first half, while cash and restricted cash totaled $6,761,000 at June 30, 2026.
Leverage and covenant breaches are a central concern. Long-term debt stood at $16,216,000, and the company was not in compliance with multiple covenants under its Fifth Third credit agreement and the DFC loan, leading to default notices and a standstill arrangement through June 30, 2027. Management concluded that these conditions raise substantial doubt about the company’s ability to continue as a going concern.
American Shared Hospital Services reported strong top-line growth but continued losses for the quarter and six months ended June 30, 2026. Second quarter revenue rose 19% to $8.4 million from $7.1 million, driven mainly by a 40% increase in Direct Patient Services revenue to $4.9 million, higher radiation therapy volumes in Rhode Island, Peru and Puebla, and a 22% increase in Proton Beam Radiation Therapy revenue to $2.3 million. Gamma Knife revenue also edged up to $2.7 million.
Despite growth, profitability remained challenged. Q2 gross margin declined to $1.4 million from $1.6 million and net loss attributable to the company widened to $514,000 ($0.07 per share). Management attributed higher losses largely to $285,000 of legal costs related to a Third Amendment to its credit agreement and a $909,000 increase in credit loss allowances. Adjusted EBITDA fell to $1.3 million from $1.7 million.
For the first half of 2026, revenue increased 18% to $15.5 million, with Direct Patient Services up 35% to $8.9 million. Operating cash flow reached $4.4 million, helping boost cash, cash equivalents and restricted cash to $6.8 million from $3.7 million at year-end, while current long-term debt declined to $16.2 million. After quarter-end, the company amended its credit agreement and entered a forbearance arrangement with Fifth Third Bank and obtained $2.0 million in subordinated financing from an entity controlled by its Executive Chairman to support liquidity and capital structure initiatives.
Raymond C. Stachowiak, Executive Chairman of American Shared Hospital Services, and affiliated entities report updated beneficial ownership of the company’s common stock. Stachowiak is deemed to beneficially own 2,440,205 shares, or 35.3% of the 6,915,678-share total used for this calculation.
The update reflects vesting of 50,000 of a 100,000-unit RSU award granted in March 2026 and a warrant held by RCS/TIG Holdings LLC exercisable for 220,000 shares at $1.45 per share through July 21, 2027, issued together with a promissory note. RCS Investments, Stachowiak Equity Fund, and RCS/TIG each hold over 11% beneficially. The holdings are described as for investment purposes, with no specific current plans for corporate actions, while reserving flexibility to change positions.
American Shared Hospital Services entered into a Third Amendment to its Credit Agreement and a Forbearance Agreement with Fifth Third Bank on July 22, 2026. The bank agreed to forbear from exercising certain remedies for specified Events of Default through June 30, 2027, and to suspend the Minimum Unrestricted Cash, Fixed Charge Coverage Ratio and Total Funded Debt covenants during this standstill period.
In exchange, the company accepted tight restrictions, including no new revolving borrowings, mandatory monthly prepayments of obligations from Excess Cash Flow above $5,000,000, new monthly interest and scheduled quarterly principal payments on its term loans, detailed liquidity and cash-management controls, limits on capital expenditures and foreign investments, a requirement to pursue a sale of all or part of its assets, and acceleration of all obligations upon termination of the standstill.
Also on July 22, 2026, the company issued a $2,000,000 subordinated promissory note bearing 10% annual interest to RCS/TIG Holdings LLC, an entity controlled by its Executive Chairman, with proceeds placed in a blocked account. In connection with this related-party financing, it granted a warrant exercisable through July 21, 2027 to purchase 220,000 common shares at $1.45 per share in an unregistered private placement under Section 4(a)(2) of the Securities Act, approved by disinterested directors.
American Shared Hospital Services executive Raymond C. Stachowiak, who is Executive Chairman and a more than 10% owner, reported the grant of a warrant to acquire 220,000 shares of common stock. The warrant, held indirectly through RCS/TIG Holdings LLC, is exercisable at $1.45 per share and expires on July 22, 2027. The board of directors approved the grant, which is reported as exempt from Section 16(b) under Rule 16b-3(d)(1).
AMERICAN SHARED HOSPITAL SERVICES officer Alexis Tirrito, Interim CFO, CAO and Secretary, filed an initial statement of beneficial ownership. Tirrito reports direct ownership of 9,634 shares of Common Stock No Par Value as of 2026-07-07, with no buy or sell transactions reported and one holding entry disclosed.
American Shared Hospital Services reported that on July 7, 2026, Chief Financial Officer Raymond S. Frech resigned for personal reasons, effective immediately. The company stated that his resignation did not involve any disagreement regarding accounting policies or practices.
The board appointed Alexis N. Tirrito (Wallace), currently Chief Accounting Officer and Secretary, as interim CFO and principal financial and accounting officer, effective the same day. She will retain her roles as CAO and Secretary. Ms. Tirrito, a CPA, has been with the company since 2013 and became CAO and Secretary in October 2021. In connection with the interim CFO role, her base salary was set at $240,000, with a 2026 target performance bonus of 20% of base salary. A customary severance agreement with general releases and waivers was entered into with Mr. Frech.
American Shared Hospital Services held its annual shareholder meeting on June 24, 2026, with 4,490,690 shares represented, or 67.75% of the 6,627,466 shares outstanding and entitled to vote, establishing a quorum. Shareholders elected four directors — Daniel G. Kelly, Jr., Kathleen Miles, Raymond C. Stachowiak and Vicki L. Wilson — to serve until the next annual meeting.
Shareholders gave majority support in an advisory vote on the Company’s executive compensation and approved the Amendment and Restatement of the Company’s Incentive Compensation Plan. They also ratified the appointment of Baker Tilly US, LLP as independent registered public accounting firm for the year ending December 31, 2026.
American Shared Hospital Services insider Raymond C. Stachowiak filed an amended Schedule 13D reporting beneficial ownership of 2,220,205 shares of common stock, or 33.0% of the company, held directly and through affiliated entities RCS Investments, Stachowiak Equity Fund, and RCS/TIG Holdings.
The filing details grants of 110,000 restricted stock units in 2025 and 100,000 in 2026, of which 160,000 underlying shares are counted because they have vested or will vest within 60 days of the filing date. It also reports that on June 22, 2026, RCS/TIG purchased 586,468 shares in a private transaction at $2.28 per share, for a total of $1,319,553. The shares are described as held for investment purposes, and the reporting persons state they may increase or decrease their position over time.
AMERICAN SHARED HOSPITAL SERVICES Executive Chairman Raymond C. Stachowiak, a more than 10% owner, reported a large indirect open-market purchase of the company’s common stock. On June 22, 2026, entity RCS/TIG Holdings LLC, associated with Stachowiak, bought 586,468 shares of common stock at $2.28 per share in a private open-market style transaction, bringing its holdings to 586,468 shares.
The filing also updates Stachowiak’s other positions: 760,559 shares are held indirectly through Stachowiak Equity Fund LLC, 752,500 shares are held indirectly through RCS Investments, Inc., and 180,678 shares are held directly. A footnote notes that on May 14, 2026, he transferred 594,000 directly owned shares to RCS Investments, Inc., reorganizing part of his ownership into that entity.