AMERICAN SHARED HOSPITAL SERVICES SEC Filings

American Shared Hospital Services reported first quarter 2026 revenue of $7.1 million, up 15.9% from $6.1 million a year earlier, driven mainly by higher direct patient services. Gross margin rose to $1.3 million, or 18.2%, compared with $0.9 million, or 15.4%, reflecting better utilization and mix.

The company still posted a net loss attributable to American Shared Hospital Services of $0.6 million, or $0.09 per diluted share, similar to the prior year’s $0.10 loss per share, but operating loss narrowed. Adjusted EBITDA increased 18.4% to $1.1 million. Cash, cash equivalents, and restricted cash increased to $5.2 million as of March 31, 2026, while management highlighted growing treatment volumes at its Rhode Island and Puebla centers and continued focus on optimizing its capital structure.

American Shared Hospital Services is holding its 2026 annual shareholder meeting virtually on June 24, 2026. Shareholders of record as of April 27, 2026, when 6,627,466 common shares were outstanding, can vote on four key items.

Investors will elect four directors (Daniel G. Kelly Jr., Kathleen Miles, Raymond C. Stachowiak and Vicki L. Wilson), cast a non-binding advisory vote on 2025 executive compensation, approve an amendment and restatement of the Incentive Compensation Plan, and ratify Baker Tilly US, LLP as independent auditor. The board recommends voting “FOR” all proposals.

The proxy details governance practices, including independent committee structures, an insider trading and hedging policy, and an October 2024 compensation recoupment policy. It also explains the Variable Compensation Plan and equity incentives, and seeks to extend the Incentive Compensation Plan’s term by five years to February 22, 2032 without increasing the 2,580,000-share authorization.

American Shared Hospital Services announced that CEO Gary Delanois resigned for personal reasons, effective April 24, 2026. The board appointed long-time executive Craig K. Tagawa, currently President, as interim CEO effective April 27, 2026, and he will retain his President role.

To reflect his expanded responsibilities, Mr. Tagawa’s base salary will increase from $265,000 to $325,000, and his 2026 target performance bonus under the company’s variable compensation plan will rise from 40% to 50% of base salary. The company states there are no family relationships or related-party transactions requiring disclosure involving Mr. Tagawa.

Stachowiak Raymond C reported acquisition or exercise transactions in this Form 4 filing.

American Shared Hospital Services Executive Chairman Raymond C. Stachowiak received an award of 100,000 Restricted Stock Units, each convertible into one share of Common Stock upon vesting. The units vest in four equal installments of 25,000 on April 1, 2026, July 1, 2026, October 1, 2026, and January 1, 2027.

After this award, he holds 774,678 shares of Common Stock directly, and also reports indirect holdings of 158,500 shares through RCS Investments, Inc. and 760,559 shares through Stachowiak Equity Fund.

American Shared Hospital Services reports on its cancer-focused equipment leasing and direct patient services business while highlighting serious financing challenges. The company carries multiple credit facilities, has breached key debt covenants with Fifth Third Bank, and discloses that these defaults raise substantial doubt about its ability to continue as a going concern. It continues to expand Gamma Knife and proton therapy operations in the U.S. and Latin America, including new joint ventures in Mexico and Rhode Island, but relies heavily on a few large customers and Medicare reimbursement trends. Long-term debt, liquidity constraints, and pending negotiations with lenders are central risks for shareholders.

American Shared Hospital Services reported fourth quarter and full year 2025 results showing pressure on revenue mix, margins, and liquidity as it shifts toward direct patient care services.

Q4 2025 revenue fell 14.8% to $7.7 million, driven by the expiration of three Gamma Knife agreements and lower proton beam radiation therapy volumes. Direct patient care services grew to 63% of Q4 sales, with segment revenue up 2.6% to $4.9 million, while leasing revenue dropped 33.9% to $2.9 million. Gross margin compressed to 12% from 35% a year earlier, but the Q4 net loss narrowed to $631,000, or $0.09 per share, from a $1.3 million loss.

For full year 2025, revenue slipped 0.9% to $28.1 million. Direct patient care revenue increased 23.7% to $15.5 million, offset by a decline in equipment leasing revenue to $12.6 million. Full year gross margin fell to 18% from 32%, and results swung to a net loss of $1.6 million, or $0.23 per share, versus prior net income that had included a $3.8 million bargain purchase gain. Adjusted EBITDA declined to $5.5 million from $8.9 million. Cash and restricted cash decreased to $3.7 million, while current liabilities more than doubled and current long-term debt reached approximately $17.3 million, with certain credit facility covenants unmet and waivers under discussion. The company highlighted growth in LINAC and direct care volumes, a seven-year extension of its proton therapy lease with Orlando Health through 2033, new Certificate of Need approvals in Rhode Island, and continued international expansion.

American Shared Hospital Services entered into a second amendment to its Proton Beam Radiation Therapy Lease Agreement with Orlando Health, Inc. on March 13, 2026. The amendment extends the lease term for the proton therapy system by seven years, from April 6, 2026 through April 5, 2033.

The updated agreement sets lease payments for the extended term using a technical component collection percentage, with that percentage decreasing during certain twelve‑month periods. It also grants Orlando Health an option to purchase the leased equipment at the end of the term, with a defined purchase price and exercise window.

The amendment further addresses the company’s obligation to remove the equipment at its expense if Orlando Health does not exercise the purchase option, including related financial understandings, and clarifies each party’s maintenance and insurance responsibilities.

American Shared Hospital Services restated its September 30, 2025 balance sheet to reclassify $8,631,000 of debt as a current liability and disclosed covenant defaults that raise substantial doubt about its ability to continue as a going concern.

The company is in default under a $22,000,000 credit agreement with Fifth Third Bank and may be in default under a DFC loan, giving lenders the right to accelerate repayment even though they have not done so yet. At September 30, 2025, cash and cash equivalents were $5,095,000, current liabilities were $25,802,000, and all $18,184,000 of long-term debt was classified as current.

For the third quarter, revenue was $7,171,000 and net loss attributable to American Shared Hospital Services was $17,000, with nine‑month revenue of $20,354,000 and a net loss of $922,000. Direct patient services continued to grow year over year, while leasing revenue declined and higher interest and depreciation kept the business unprofitable.