Healthcare Triangle, Inc. (HCTI) SEC Filings

Healthcare Triangle, Inc. reported sharply higher revenue but significantly larger losses for the period ended June 30, 2026. Net revenue for the quarter rose to $9,193 from $3,558 a year earlier, and for the first six months to $19,046 from $7,263, driven primarily by the newly acquired AI-powered Customer Engagement Services segment (Teyame and Datono).

Despite growth, profitability weakened. The company posted a six-month loss from operations of $7,696 versus $2,757 in 2025 and a six-month net loss of $10,615 versus $3,068. Operating cash flow was negative $7,697, and cash and cash equivalents declined to $1,906 from $7,625 at year-end 2025.

Total assets increased to $73,640 (from $22,736) as a result of the Teyame/Datono acquisition, including $54,825 of other intangible assets and $2,946 of goodwill. The capital structure now includes $8,103 of bank debt, $3,724 of 2026 convertible notes at fair value, and $49,099 of stockholders’ equity, with new Series C preferred stock and common stock consideration tied to the acquisition. Management acknowledges past losses but concludes that existing net assets, a stockholder-approved $50,000 Equity Line of Credit, and an at-the-market program provide sufficient liquidity for at least twelve months.

Healthcare Triangle, Inc. reported unregistered issuances of common stock tied to two legacy M&A transactions. On July 28, 2026 it issued 9,718,373 shares in connection with its acquisition involving Teyame AI LLC and 2,828,167 shares under a Securities Exchange Agreement with SecureKloud Technologies Ltd., for a total of 12,546,540 new shares. These issuances were approved by shareholders and made under Section 4(a)(2) of the Securities Act and/or Regulation D, with no underwriters or commissions.

According to management, these legacy transactions increased common shares outstanding to 14,644,322 as of the close of business on July 28, 2026 and raised the company’s Market Value of Listed Securities to approximately $23,870,244, based on a $1.63 share price. This provides a buffer over Nasdaq’s newly approved $5 million minimum Market Value of Listed Securities continued listing standard, which the company says strengthens its compliance position.

Healthcare Triangle, Inc. held a virtual annual meeting on July 17, 2026, where holders of 20,386,046 shares, representing 92.55% of the 22,027,783 shares entitled to vote, were present or represented. Shareholders elected four directors for one-year terms through 2027 and ratified SRCO Professional Corporation as independent registered public accounting firm for the year ending December 31, 2026.

Shareholders approved an amendment to the 2020 Stock Incentive Plan to add automatic annual share increases beginning fiscal 2026, equal to the greater of 2,000,000 shares, 20% of outstanding common stock, or an amount set by the plan administrator, with the amendment running until December 31, 2030. They also approved multiple equity-related items: issuance of 2,828,167 shares under a settlement with SecureKloud Technologies Ltd.; issuance of up to 11,869,397 shares in the Teyame transaction; potential issuances above the Exchange Cap under an ELOC Purchase Agreement with Hudson Global Ventures, LLC; issuances underlying original issue discount senior secured convertible debentures; future below-Minimum Price issuances under Nasdaq Listing Rule 5635(d); and the ability to adjourn or postpone the meeting to solicit additional proxies.

Healthcare Triangle, Inc. is registering 28,000,000 shares of common stock for resale by Hudson Global Ventures, LLC under an equity purchase (ELOC) arrangement. This includes up to 27,950,000 ELOC Shares plus 50,000 shares issuable on exercise of a warrant at $0.00001 per share.

The company is not selling shares in this resale and will not receive proceeds from Hudson’s sales, but may raise up to $50,000,000 by directing Hudson to buy shares over about 36 months at a discount to market. Common stock outstanding would be 30,027,783 shares if all ELOC Shares and warrant shares are issued.

Healthcare Triangle highlights dilution and overhang risks from the ELOC and notes broad discretion over any ELOC proceeds, intended for general corporate purposes including operating needs, R&D and acquisitions. Recent moves include a $50.0 million Teyamé/Datono acquisition, a 1-for-60 reverse split and a $4.235 million convertible note financing.

Healthcare Triangle, Inc. filed a registration statement covering the resale by Hudson Global Ventures, LLC of up to 28,000,000 shares of common stock. These consist of up to 27,950,000 ELOC Shares that may be issued under a June 12, 2026 Equity Purchase Agreement and 50,000 shares issuable upon exercise of a warrant granted as a commitment fee.

The company is not selling shares in this offering and will receive no proceeds from resales, but may raise up to $50,000,000 in gross proceeds by selling shares to Hudson under the equity line, at prices based on future market trading. Assuming all ELOC Shares and warrant shares are issued, common stock outstanding would be 30,027,783 shares. The stock trades on Nasdaq Capital Market under the symbol HCTI, and closed at $1.70 on July 8, 2026.

Healthcare Triangle, Inc. registers 28,000,000 shares of Common Stock for resale by Hudson Global Ventures, LLC. The resale registration covers up to 27,950,000 ELOC Shares and 50,000 Exercise Shares underlying a warrant issued in connection with an Equity Line of Credit Purchase Agreement (the ELOC Purchase Agreement). The Company will not receive proceeds from shares resold by the Selling Stockholder; however, the Company may receive up to $50,000,000 in aggregate gross proceeds if it elects to sell shares to the Selling Stockholder under the ELOC Purchase Agreement, which is subject to customary conditions and a 4.99% beneficial ownership limitation. The Company’s Common Stock is listed on the Nasdaq Capital Market under the symbol HCTI.

Healthcare Triangle, Inc. is holding a virtual 2026 annual meeting on July 17, 2026 to elect four directors, ratify its auditor and vote on several major share-related proposals. Stockholders are asked to approve an automatic annual increase to the 2020 Stock Incentive Plan, broad authority for future discounted 20% Issuances under Nasdaq rules, and multiple specific share issuances tied to acquisitions and financings.

These include 2,828,167 settlement shares to SecureKloud’s affiliate, up to 11,869,397 shares for the Teyame acquisition, potential issuance of stock above a 405,354-share exchange cap under a $50 million equity line of credit with Hudson Global, and conversion shares for $4.32 million of original issue discount senior secured convertible debentures that could result in up to 9,370,120 new shares. With only 2,027,783 common shares and 20,000 super-voting preferred shares outstanding as of June 8, 2026, these approvals could significantly dilute existing holders and may affect voting control.