Welcome to our dedicated page for Capstone Holding SEC filings (Ticker: CAPS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Capstone Holding Corp. filings document the regulatory record for a Nasdaq-listed emerging growth company operating a tech-enabled building products distribution platform. Its reports cover common stock listing details, convertible-note financing, working-capital and capital-structure disclosures, Regulation FD updates tied to investor FAQs and operating outlooks, and amendments to material-event reports.
Proxy and current-report filings address director elections, auditor ratification, a proposed reverse stock split authorization, related-party fee waiver and deferral arrangements, acquisition activity involving operating subsidiaries such as TotalStone and InStone Canada, delayed annual-report notice, and Nasdaq continued-listing matters.
Capstone Holding Corp. reports that Strout Gordon Lewis Jr is a reporting person in his capacity as a director through an initial Form 3 statement of beneficial ownership. The filing records no purchases, sales, derivative transactions, or holding entries in the company’s securities for him at this time.
Capstone Holding Corp. director and Chief Executive Officer Matthew E. Lipman reported purchasing 41,750 shares of Common Stock at $4.00 per share on March 7, 2025, increasing his direct holdings to 2,570,412 shares. The transaction is not designated under a Rule 10b5-1 trading plan.
Lipman Matthew E. reported acquisition or exercise transactions in this Form 4 filing.
Capstone Holding Corp. amended a prior insider report to clarify that Chief Executive Officer Matthew E. Lipman received a grant of 356,250 shares of common stock as restricted stock awards on March 30, 2026, vesting in full on March 30, 2029, for no consideration.
After this grant, he directly holds 2,920,340 shares of common stock. This figure excludes an additional 121,774 shares he controls through BP Peptides, LLC.
SCHULTZ EDWARD CHRISTOPHER reported acquisition or exercise transactions in this Form 4 filing.
An insider disclosure for Capstone Holding Corp. states that Chief Financial Officer Edward Christopher Schultz received a grant of 190,000 shares of common stock on March 30, 2026 as restricted stock awards, for no consideration. These shares vest in full on March 30, 2029, subject to his continued service. The Form 4/A amendment corrects an earlier description, clarifying that the grant consists of common shares rather than restricted stock units.
Capstone Holding Corp. officer Kevin Allan Grotke reported beneficial ownership of 526,102 shares of common stock held directly. This amount includes 285,000 shares granted to him on March 30, 2026 as restricted stock awards for no consideration, vesting in full on March 30, 2029, subject to his continued service.
Capstone Holding Corp. reports that Nasdaq has granted an additional 180-day period, until January 4, 2027, to regain compliance with the exchange’s $1.00 minimum bid price requirement for its common stock. The company previously had until July 6, 2026, to cure the deficiency.
If Capstone fails to meet the minimum bid price by the new deadline, Nasdaq may move to delist the common stock, though the company would have the right to appeal to a Hearings Panel. Capstone says it will monitor its share price and may consider options to restore compliance but cautions there is no assurance it will succeed or remain in compliance with all Nasdaq listing rules.
Capstone Holding Corp. amended its existing $20,000,000 common stock purchase agreement with an accredited investor to change how the share purchase price is calculated. The VWAP Purchase Price will now be the greater of the lowest Nasdaq trading price during the valuation period or 90% of the volume-weighted average price, excluding specified opening and closing trades. The amendment also slightly shortens each valuation period by moving the cutoff time from 4:00:02 p.m. ET to 3:59:59 p.m. ET for both Pre-Market and Intraday VWAP purchases.
Capstone Holding Corp. is registering 3,000,000 shares of common stock for resale by Tumim Stone Capital under an amended equity line financing. These Equity Line Securities support a facility under which Capstone may sell up to $20.0 million of new shares to Tumim at a discount to market.
Capstone will not receive proceeds from Tumim’s resale of these 3,000,000 shares but may raise cash when it sells newly issued stock to Tumim, primarily for working capital and general corporate purposes. The company distributes and installs thin veneer stone and related masonry products across 38 U.S. states and two Canadian provinces and is pursuing growth through acquisitions and new products such as its Toro manufactured stone line.
The filing highlights substantial dilution risk from the equity line and other financings, substantial doubt about Capstone’s ability to continue as a going concern, and the risk of Nasdaq delisting due to noncompliance with the $1.00 minimum bid price requirement.