Welcome to our dedicated page for CANTALOUPE SEC filings (Ticker: CTLP), 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.
Cantaloupe, Inc. filings document the public-company record for a self-service commerce technology provider and its transition out of Nasdaq-listed status. The company’s disclosures cover material events, operating and financial results, material agreements, capital-structure matters, governance disclosures and shareholder voting results.
Recent filings include Form 8-K reports documenting the completed merger in which Cantaloupe became a wholly owned indirect subsidiary of 365 Retail Markets, repayment and termination of credit obligations, and related corporate-status changes. A Form 25 records the removal of Cantaloupe common stock from Nasdaq listing and registration, while proxy and annual-meeting filings document director elections, executive-compensation votes, auditor ratification and other governance matters.
Cantaloupe, Inc. reports that its planned merger with 365 Retail Markets has triggered a “Second Request” for additional information from the U.S. Federal Trade Commission under the Hart-Scott-Rodino Act. This Second Request extends the regulatory waiting period until 30 days after both companies substantially comply with the information requests, adding time and complexity to the antitrust review.
The companies state they will continue cooperating with the FTC in its review of the merger. Assuming they receive required HSR clearance and all other closing conditions in the merger agreement are satisfied or waived in a timely manner, they currently expect to complete the merger in the first half of calendar year 2026. The filing also highlights extensive risks that could delay, alter, or prevent the transaction, including regulatory approvals, financing, integration challenges, potential termination and related fees, and broader economic and legal uncertainties.
Cantaloupe, Inc. (Nasdaq: CTLP) reported fiscal year results showing revenue of $303 million, up 13% year-over-year, driven by higher transaction and subscription fees. Dollar transaction volume grew to $3.4 billion (up 13%). Active Devices rose to 1.28 million (up ~5%) and Active Customers to 34,896 (up 11%). The company completed acquisitions (Cheq and SB Software) and launched new products including Smart Store and Go Micro. It amended credit facilities in January 2025 providing up to $100 million of borrowing capacity and had $39.0 million outstanding as of June 30, 2025. The company disclosed material risks including cybersecurity, supply chain, intellectual property, customer concentration, chargeback exposure, and covenant compliance under the 2025 Credit Facility. A merger agreement with 365 Retail Markets was approved by shareholders on September 4, 2025, and, if closed, would result in Nasdaq delisting and deregistration.
Cantaloupe, Inc. held a virtual special meeting on September 4, 2025, where shareholders approved a merger with Catalyst Holdco II, Inc. under the Merger Agreement.
Shareholders representing 82.03% of votes were present; the Merger Proposal passed with 55,241,706 votes for and 4,899,343 against. An advisory vote on executive compensation in connection with the merger was also approved but attracted substantial opposition (35,998,059 for; 23,657,923 against). The parties filed HSR notices; the HSR waiting period is scheduled to expire on September 17, 2025, and the parties expect the merger to close in the second half of 2025, subject to closing conditions.
Amended Schedule 13G/A filed by Abrams Capital entities and David Abrams for Cantaloupe, Inc. (CTLP) reports that none of the reporting persons beneficially owns any common stock. The filing lists each reporting person with 0 shares (0%) and discloses no sole or shared voting or dispositive power. It states the position represents ownership of 5% or less of a class and includes a certification that the securities were not acquired to change or influence control of the issuer. The filing references an Exhibit 99.1 Joint Filing Agreement.
Cantaloupe, Inc. reported that Chief Revenue Officer Jeffrey Charles Dumbrell received two equity awards on August 1, 2025, acquiring 8,095 and 12,500 Restricted Stock Units (RSUs), each representing a right to receive one share of common stock. The awards were granted under company incentive plans, including long-term stock incentive plans with prorated vesting over 1,095 days tied to continued service under a 2025 Merger Agreement, and performance-based RSUs approved under the 2018 Equity Incentive Plan that vest immediately upon achievement of specified conditions. Following these transactions, Dumbrell directly holds 120,571 shares of Cantaloupe common stock.