Stran & Company earns $35K in Q3 2026 turnaround
Nine-month operating cash flow was $1.798 million provided, compared with $4.834 million used in the prior-year period.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Rhea-AI Filing Summary
Stran & Company, Inc. (SWAG) reported third-quarter 2026 sales of $28.099 million, up 8.2% from a year earlier. Gross profit rose 32.4% to $9.361 million, and gross margin expanded approximately 610 basis points to 33.3%. Net income was $35,000, compared with a $1.240 million loss.
For the nine months ended September 30, 2026, sales were $92.706 million and net income was $1.088 million, versus a $990,000 net loss. Operating cash flow was $1.798 million provided, compared with $4.834 million used in the prior-year period; nine-month EBITDA, a non-GAAP measure, was $1.829 million versus a $384,000 loss. Stran Loyalty Solutions generated $3.0 million in third-quarter gross profit, compared with $1.6 million a year earlier. Stran repurchased approximately 109,000 shares during the quarter.
Third-quarter results benefited from an approximately $0.2 million tariff refund that may not recur. The company identified its ability to remediate material weaknesses in internal control over financial reporting as a risk. Management scheduled a results call for November 11, 2026, at 10:00 a.m. Eastern Time.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Hollow bars mark forward-looking points. How the balance works
Positive
- Moderate pointThird-quarter sales rose 8.2% to $28.099 million.
- Moderate pointThird-quarter gross profit rose 32.4% to $9.361 million.
- Moderate pointThird-quarter net income was $35,000, versus a $1.240 million loss.
- Moderate pointNine-month net income was $1.088 million, versus a $990,000 loss.
- Moderate pointNine-month EBITDA was $1.829 million, versus a $384,000 loss.
- Moderate pointNine-month operating cash flow was $1.798 million provided, versus $4.834 million used.
Negative
- Major point. Forward-looking: it has not happened yet and may not happen.The company identified its ability to remediate material weaknesses in internal control as a risk.
Filing Explained
The 8-K furnishes third-quarter results; its balance sheet as of
8-K Event Classification
Key Figures
Key Terms
gross margin financial
EBITDA financial
non-GAAP financial measure financial
material weaknesses regulatory
contingent earn-out liabilities financial
Section 301 of the Trade Act of 1974 regulatory
Earnings Snapshot
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What were SWAG's third-quarter 2026 sales and gross profit?
Did SWAG make a profit in the first nine months of 2026?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
| (Exact name of registrant as specified in its charter) |
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| (Address of principal executive offices) | (Zip Code) |
| (Registrant’s telephone number, including area code) |
| (Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging Growth Company
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
Item 2.02 Results of Operations and Financial Condition.
On November 10, 2026, Stran & Company, Inc. (the “Company” or “Stran”) issued a press release announcing its financial results for the three and nine months ended September 30, 2026 and providing a business update. The press release also announced that the Company will hold a conference call at 10:00 a.m. Eastern Time on November 11, 2026 to discuss the Company’s financial results, the Company’s corporate progress and other developments. A copy of the press release is furnished as Exhibit 99.1 to this report.
The information furnished pursuant to this Item 2.02 (including Exhibit 99.1 hereto), shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), except as expressly set forth by specific reference in such a filing.
Forward-Looking Statements
The press release attached as Exhibit 99.1 hereto contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. All statements, other than statements of historical fact, contained in the press release are forward-looking statements. Forward-looking statements contained in the press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,” "will,” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements in the press release include, but are not limited to, the Company’s belief that it is building a stronger, more profitable business; the Company’s belief that it is beginning to see the benefits of its operational improvements and strategic investments; the Company’s expectation that Stran Loyalty Solutions, LLC will become a more meaningful contributor to its profitability; the Company’s focus on translating revenue growth into stronger earnings and cash flow; the Company’s ability to maintain financial flexibility and to pursue new customer opportunities and strategic growth initiatives; the Company’s expectations regarding future repurchases under its share repurchase program and its approach to capital allocation; the Company’s belief that it has an improving earnings profile, positive operating cash flow and a strong balance sheet; and the Company’s belief that it is entering its next phase of growth from a stronger financial position. These forward-looking statements are based on the Company’s current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that future developments affecting the Company will be those that the Company has anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the Company’s control) and other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to: the Company’s ability to achieve or sustain profitability, including in its SLS segment; the Company’s ability to sustain recent gross margin levels, including because results for the three months ended September 30, 2026 benefited from a tariff refund of approximately $0.2 million that may not recur; evolving trade matters, including tariffs under Section 301 of the Trade Act of 1974 and other trade measures on goods the Company purchases from manufacturers in China and other countries, the Company’s ability to pass increased costs through to customers or to shift sourcing cost-effectively, and the uncertain timing, amount and availability of any further refunds of previously paid tariffs, which remain subject to ongoing litigation; volatility in energy and oil markets, including as a result of geopolitical tensions in the Middle East, and its impact on manufacturing, transportation and packaging costs; the Company’s ability to retain key clients and secure new client engagements, including realizing expected revenue from new contracts and personnel; the Company’s dependence on a limited number of significant clients, including concentration of sales and accounts receivable with individual customers; the Company’s ability to generate positive operating cash flow, which may fluctuate due to the timing of customer orders, inventory purchases, customer deposits and rewards program funding; the Company’s ability to maintain sufficient liquidity and capital resources, and the extent to which it continues to repurchase shares, which depends on its capital needs, market conditions, the price of its common stock and other considerations; the Company’s ability to expand its Stran and SLS segments as planned and to realize the expected benefits of its strategic investments; changes in demand for promotional products, branded merchandise, and loyalty incentive programs; the Company’s ability to manage its growth effectively and control operating expenses; the impact of general economic conditions, including inflation, supply chain disruptions, and changes in consumer and corporate spending; increased competition in the promotional products industry; the Company’s ability to identify, complete, and successfully integrate acquisitions; the Company’s ability to attract and retain qualified personnel; the Company’s ability to remediate the material weaknesses in its internal control over financial reporting and to maintain effective disclosure controls and procedures; increased costs and obligations once the Company ceases to qualify as an emerging growth company; risks associated with goodwill and intangible asset impairment; and fluctuations in the Company’s quarterly and annual results of operations. These and other risks and uncertainties are described more fully in the section titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and in the Company’s other periodic reports filed with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should any of the Company’s assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. The Company cautions investors not to place undue reliance on any forward-looking statements contained in this press release. Forward-looking statements speak only as of the date they are made. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description of Exhibit | |
| 99.1 | Press Release dated November 10, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: November 10, 2026 | STRAN & COMPANY, INC. | |
| /s/ Andrew Shape | ||
| Name: | Andrew Shape | |
| Title: | President and Chief Executive Officer | |
2
Exhibit 99.1
Stran & Company Reports 32% Increase in Third Quarter 2026 Gross Profit as Gross Margin Expands to 33.3%
Nine-Month Net Income of $1.1 Million, an Improvement of $2.1 Million Over the Prior-Year Period
Conference Call to be Held Wednesday, November 11, 2026 at 10:00 a.m. Eastern Time
Quincy, MA / November 10, 2026 / Stran & Company, Inc. (“Stran” or the “Company”) (NASDAQ: SWAG), a leading outsourced marketing solutions provider that leverages its promotional products and loyalty incentive expertise, today announced its financial results for the three and nine months ended September 30, 2026, and provided a business update. Management will host a conference call at 10:00 a.m. Eastern Time on Wednesday, November 11, 2026.
Third Quarter 2026 Financial Highlights
| ● | Sales: $28.1 million, up 8.2% year-over-year |
| ● | Gross Profit: $9.4 million, up 32.4% year-over-year |
| ● | Gross Margin: 33.3%, compared to 27.2% in the prior-year period, an increase of approximately 610 basis points |
| ● | Net Income: $35,000, compared to a net loss of $1.2 million in the prior-year period |
| ● | EBITDA: $0.3 million, compared to $(1.1) million in the prior-year period |
| ● | Stran Loyalty Solutions (“SLS”) Segment: gross profit of $3.0 million and income from operations of $0.7 million, compared to gross profit of $1.6 million and a loss from operations of $0.4 million in the prior-year period |
| ● | Cash, Cash Equivalents and Investments: $12.6 million as of September 30, 2026 |
Nine-Month 2026 Financial Highlights
| ● | Sales: $92.7 million, up 6.3% year-over-year |
| ● | Gross Profit: $29.0 million, up 14.2% year-over-year |
| ● | Gross Margin: 31.3%, compared to 29.1% in the prior-year period |
| ● | Net Income: $1.1 million, compared to a net loss of approximately $1.0 million in the prior-year period |
| ● | EBITDA: $1.8 million, compared to $(0.4) million in the prior-year period |
| ● | Operating Cash Flow: $1.8 million of net cash provided by operating activities, compared to $4.8 million used in the prior-year period |
“Our third-quarter results reflect the progress we are making in building a stronger, more profitable business,” said Andy Shape, Chief Executive Officer of Stran. “Revenue grew 8.2% to $28.1 million, gross profit increased 32.4% to $9.4 million, and gross margin expanded by approximately 610 basis points to 33.3%. We are beginning to see the benefits of the operational improvements and strategic investments we have made across the organization, particularly within Stran Loyalty Solutions, which is becoming a more meaningful contributor to our overall profitability, with segment gross profit increasing to $3.0 million from $1.6 million a year ago. Importantly, for the first nine months of 2026, we generated net income of $1.1 million, compared to a net loss of $1.0 million in the prior-year period.”
“Looking ahead, our focus remains on translating revenue growth into stronger earnings and cash flow, while maintaining the financial flexibility to pursue new customer opportunities and strategic growth initiatives. We also continue to execute our share repurchase program as part of our disciplined approach to capital allocation. During the third quarter, we repurchased approximately 109,000 shares. With an improving earnings profile, positive operating cash flow and a strong balance sheet, we believe Stran is entering its next phase of growth from a stronger financial position.”
Financial Results for the Three Months Ended September 30, 2026
| ● | Total sales increased 8.2% to $28.1 million for the three months ended September 30, 2026, compared to $26.0 million for the three months ended September 30, 2025. Sales by our Stran segment increased 4.7% to $18.5 million, compared to $17.6 million, and sales by our SLS segment increased 15.4% to $9.6 million, compared to $8.3 million. |
| ● | Gross profit increased 32.4% to $9.4 million, compared to $7.1 million in the prior-year period. Gross profit margin increased to 33.3%, compared to 27.2%, an improvement of approximately 610 basis points. Gross profit for the Stran segment increased 15.4% to $6.4 million, with a gross margin of 34.4%, compared to 31.2%. Gross profit for the SLS segment increased 92.4% to $3.0 million, with a gross margin of 31.2%, compared to 18.7%, reflecting improved customer mix, effective cost management and lower tariffs, and including a tariff refund of approximately $0.2 million. |
| ● | Total operating expenses increased 7.5% to $9.5 million, compared to $8.9 million in the prior-year period. As a percentage of sales, total operating expenses decreased to 33.9%, compared to 34.1%. |
| ● | Net income was approximately $35,000, compared to a net loss of $1.2 million in the prior-year period. |
| ● | EBITDA was $0.3 million, compared to $(1.1) million in the prior-year period, an improvement of $1.4 million. |
Financial Results for the Nine Months Ended September 30, 2026
| ● | Total sales increased 6.3% to $92.7 million for the nine months ended September 30, 2026, compared to $87.3 million for the nine months ended September 30, 2025. Sales by our Stran segment increased 8.0% to $65.2 million, compared to $60.3 million, and sales by our SLS segment increased 2.3% to $27.5 million, compared to $26.9 million. |
| ● | Gross profit increased 14.2% to $29.0 million, compared to $25.4 million in the prior-year period. Gross profit margin improved to 31.3%, compared to 29.1%. Gross profit for the Stran segment increased 7.2% to $21.3 million, with a gross margin of 32.7%, compared to 33.0%. Gross profit for the SLS segment increased 39.3% to $7.7 million, with a gross margin of 28.0%, compared to 20.5%. |
2
| ● | Total operating expenses increased 4.0% to $28.4 million, compared to $27.3 million in the prior-year period. As a percentage of sales, total operating expenses decreased to 30.7%, compared to 31.3%. |
| ● | Net income was approximately $1.1 million, compared to a net loss of approximately $1.0 million in the prior-year period. |
| ● | EBITDA was $1.8 million, compared to $(0.4) million in the prior-year period, an improvement of $2.2 million. |
Conference Call
Management will host a conference call at 10:00 A.M. Eastern Time on Wednesday, November 11, 2026, to discuss the Company’s financial results, as well as the Company’s corporate progress and other developments.
The conference call will be available via telephone by dialing toll free 888-506-0062 for U.S. callers or +1 973-528-0011 for international callers and using entry code: 185399. A webcast of the call may be accessed at https://www.webcaster5.com/Webcast/Page/2855/54736 or on the Investor Relations section of the Company’s website: ir.stran.com/news-events/ir-calendar.
A webcast replay will be available on the Investor Relations section of the Company’s website (ir.stran.com/news-events/ir-calendar) through November 11, 2027. A telephone replay of the call will be available approximately one hour following the call, through November 25, 2026, and can be accessed by dialing 877-481-4010 for U.S. callers or +1 919-882-2331 for international callers and entering conference ID: 54736.
About Stran
For over 30 years, Stran has grown to become a leader in the promotional products industry, specializing in complex marketing programs to help recognize the value of promotional products, branded merchandise, and loyalty incentive programs as a tool to drive awareness, build brands and impact sales. Stran is the chosen promotional programs manager of many Fortune 500 companies, across a variety of industries, to execute their promotional marketing, loyalty and incentive, sponsorship activation, recruitment, retention, and wellness campaigns. Stran provides world-class customer service and utilizes cutting-edge technology, including efficient ordering and logistics technology to provide order processing, warehousing and fulfillment functions. The Company’s mission is to develop long-term relationships with its clients, enabling them to connect with both their customers and employees in order to build lasting brand loyalty. Additional information about the Company is available at: www.stran.com.
3
Forward Looking Statements
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,” “will,” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. Forward-looking statements in this press release include, but are not limited to, the Company’s belief that it is building a stronger, more profitable business; the Company’s belief that it is beginning to see the benefits of its operational improvements and strategic investments; the Company’s expectation that SLS will become a more meaningful contributor to its profitability; the Company’s focus on translating revenue growth into stronger earnings and cash flow; the Company’s ability to maintain financial flexibility and to pursue new customer opportunities and strategic growth initiatives; the Company’s expectations regarding future repurchases under its share repurchase program and its approach to capital allocation; the Company’s belief that it has an improving earnings profile, positive operating cash flow and a strong balance sheet; and the Company’s belief that it is entering its next phase of growth from a stronger financial position. These forward-looking statements are based on the Company’s current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that future developments affecting the Company will be those that the Company has anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the Company’s control) and other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to: the Company’s ability to achieve or sustain profitability, including in its SLS segment; the Company’s ability to sustain recent gross margin levels, including because results for the three months ended September 30, 2026 benefited from a tariff refund of approximately $0.2 million that may not recur; evolving trade matters, including tariffs under Section 301 of the Trade Act of 1974 and other trade measures on goods the Company purchases from manufacturers in China and other countries, the Company’s ability to pass increased costs through to customers or to shift sourcing cost-effectively, and the uncertain timing, amount and availability of any further refunds of previously paid tariffs, which remain subject to ongoing litigation; volatility in energy and oil markets, including as a result of geopolitical tensions in the Middle East, and its impact on manufacturing, transportation and packaging costs; the Company’s ability to retain key clients and secure new client engagements, including realizing expected revenue from new contracts and personnel; the Company’s dependence on a limited number of significant clients, including concentration of sales and accounts receivable with individual customers; the Company’s ability to generate positive operating cash flow, which may fluctuate due to the timing of customer orders, inventory purchases, customer deposits and rewards program funding; the Company’s ability to maintain sufficient liquidity and capital resources, and the extent to which it continues to repurchase shares, which depends on its capital needs, market conditions, the price of its common stock and other considerations; the Company’s ability to expand its Stran and SLS segments as planned and to realize the expected benefits of its strategic investments; changes in demand for promotional products, branded merchandise, and loyalty incentive programs; the Company’s ability to manage its growth effectively and control operating expenses; the impact of general economic conditions, including inflation, supply chain disruptions, and changes in consumer and corporate spending; increased competition in the promotional products industry; the Company’s ability to identify, complete, and successfully integrate acquisitions; the Company’s ability to attract and retain qualified personnel; the Company’s ability to remediate the material weaknesses in its internal control over financial reporting and to maintain effective disclosure controls and procedures; increased costs and obligations once the Company ceases to qualify as an emerging growth company; risks associated with goodwill and intangible asset impairment; and fluctuations in the Company’s quarterly and annual results of operations. These and other risks and uncertainties are described more fully in the section titled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and in the Company’s other periodic reports filed with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should any of the Company’s assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. The Company cautions investors not to place undue reliance on any forward-looking statements contained in this press release. Forward-looking statements speak only as of the date they are made. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
Contacts:
Investor Relations Contact:
Crescendo Communications, LLC
Tel: (212) 671-1021
SWAG@crescendo-ir.com
Press Contact:
Howie Turkenkopf
press@stran.com
4
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share amounts)
| September 30, 2026 | December 31, 2025 | |||||||
| (Unaudited) | ||||||||
| ASSETS | ||||||||
| CURRENT ASSETS: | ||||||||
| Cash and cash equivalents | $ | 7,383 | $ | 6,753 | ||||
| Investments | 5,200 | 4,872 | ||||||
| Accounts receivable, net | 15,438 | 17,252 | ||||||
| Inventory | 10,789 | 7,621 | ||||||
| Prepaid expenses | 2,231 | 1,778 | ||||||
| Deposits | 1,589 | 363 | ||||||
| Other current assets | — | 2 | ||||||
| Total current assets | 42,630 | 38,641 | ||||||
| Property and equipment, net | 1,452 | 1,944 | ||||||
| OTHER ASSETS: | ||||||||
| Intangible assets - customer lists, net | 3,323 | 3,690 | ||||||
| Intangible assets - trade name | 654 | 654 | ||||||
| Goodwill | 2,321 | 2,321 | ||||||
| Other assets | 207 | 53 | ||||||
| Right of use assets | 1,636 | 2,045 | ||||||
| Total other assets | 8,141 | 8,763 | ||||||
| Total assets | $ | 52,223 | $ | 49,348 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| CURRENT LIABILITIES: | ||||||||
| Accounts payable and accrued expenses | $ | 10,396 | $ | 8,568 | ||||
| Accrued payroll and related | 2,538 | 1,970 | ||||||
| Unearned revenue | 4,564 | 3,201 | ||||||
| Rewards program liability | 924 | 1,500 | ||||||
| Sales tax payable | 290 | 327 | ||||||
| Current portion of contingent earn-out liabilities | 145 | 105 | ||||||
| Current portion of installment payment liabilities | 175 | 230 | ||||||
| Current portion of vehicle loan | 5 | — | ||||||
| Current portion of lease liabilities | 571 | 602 | ||||||
| Total current liabilities | 19,608 | 16,503 | ||||||
| LONG-TERM LIABILITIES: | ||||||||
| Long-term contingent earn-out liabilities | — | 455 | ||||||
| Long-term installment payment liabilities | — | 147 | ||||||
| Long-term lease liabilities | 1,311 | 1,695 | ||||||
| Long-term vehicle loan | 28 | 47 | ||||||
| Total long-term liabilities | 1,339 | 2,344 | ||||||
| Total liabilities | 20,947 | 18,847 | ||||||
| Commitments and contingencies | ||||||||
| STOCKHOLDERS’ EQUITY: | ||||||||
| Preferred stock, $0.0001 par value; 50,000,000 shares authorized, 0 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively | — | — | ||||||
| Common stock, $0.0001 par value; 300,000,000 shares authorized, 18,554,776 and 18,508,157 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively | 2 | 2 | ||||||
| Additional paid-in capital | 37,628 | 37,925 | ||||||
| Accumulated deficit | (6,401 | ) | (7,489 | ) | ||||
| Accumulated other comprehensive income | 47 | 63 | ||||||
| Total stockholders’ equity | 31,276 | 30,501 | ||||||
| Total liabilities and stockholders’ equity | $ | 52,223 | $ | 49,348 | ||||
5
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2026 AND 2025
(in thousands, except share and per share amounts)
(unaudited)
| For the Three Months Ended September 30, | For the Nine Months Ended September 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Sales | $ | 28,099 | $ | 25,981 | $ | 92,706 | $ | 87,252 | ||||||||
| Cost of sales | 18,738 | 18,909 | 63,680 | 61,829 | ||||||||||||
| GROSS PROFIT | 9,361 | 7,072 | 29,026 | 25,423 | ||||||||||||
| OPERATING EXPENSES: | ||||||||||||||||
| General and administrative expenses | 9,514 | 8,854 | 28,448 | 27,345 | ||||||||||||
| Total operating expenses | 9,514 | 8,854 | 28,448 | 27,345 | ||||||||||||
| (LOSS) INCOME FROM OPERATIONS | (153 | ) | (1,782 | ) | 578 | (1,922 | ) | |||||||||
| OTHER INCOME: | ||||||||||||||||
| Other income, net | 126 | 304 | 369 | 584 | ||||||||||||
| Interest income | 99 | 87 | 233 | 206 | ||||||||||||
| Realized gain on investments | 2 | 79 | 12 | 146 | ||||||||||||
| Total other income | 227 | 470 | 614 | 936 | ||||||||||||
| INCOME (LOSS) BEFORE INCOME TAXES | 74 | (1,312 | ) | 1,192 | (986 | ) | ||||||||||
| Provision (benefit) for income taxes | 39 | (72 | ) | 104 | 4 | |||||||||||
| NET INCOME (LOSS) | $ | 35 | $ | (1,240 | ) | $ | 1,088 | $ | (990 | ) | ||||||
| NET INCOME (LOSS) PER COMMON SHARE | ||||||||||||||||
| Basic | $ | 0.00 | $ | (0.07 | ) | $ | 0.06 | $ | (0.05 | ) | ||||||
| Diluted | $ | 0.00 | $ | (0.07 | ) | $ | 0.06 | $ | (0.05 | ) | ||||||
| WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING | ||||||||||||||||
| Basic | 18,598,888 | 18,384,904 | 18,651,811 | 18,526,004 | ||||||||||||
| Diluted | 18,625,131 | 18,384,904 | 18,679,075 | 18,526,004 | ||||||||||||
6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 2026 AND 2025
(in thousands)
(unaudited)
| 2026 | 2025 | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||
| Net income (loss) | $ | 1,088 | $ | (990 | ) | |||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
| Depreciation and amortization | 870 | 808 | ||||||
| Noncash operating lease expense | 515 | 682 | ||||||
| Noncash earnout liability adjustment | (329 | ) | — | |||||
| Provision for credit losses | 43 | 536 | ||||||
| Noncash interest accretion | 23 | 35 | ||||||
| Stock-based compensation | 202 | 65 | ||||||
| Realized gain on short-term investment | (12 | ) | — | |||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable, net | 1,770 | 931 | ||||||
| Accounts receivable – related parties, net | — | 172 | ||||||
| Inventory | (3,168 | ) | (2,352 | ) | ||||
| Prepaid corporate taxes | — | (34 | ) | |||||
| Prepaid expenses | (453 | ) | 146 | |||||
| Deposits | (1,226 | ) | (157 | ) | ||||
| Other assets | (152 | ) | 507 | |||||
| Accounts payable and accrued expenses | 1,830 | (1,460 | ) | |||||
| Accrued payroll and related | 569 | 92 | ||||||
| Unearned revenue | 1,363 | (264 | ) | |||||
| Rewards program liability | (576 | ) | (3,049 | ) | ||||
| Sales tax payable | (37 | ) | (103 | ) | ||||
| Operating lease liabilities | (522 | ) | (399 | ) | ||||
| Net cash provided by (used in) operating activities | 1,798 | (4,834 | ) | |||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||
| Additions to property and equipment | (21 | ) | (700 | ) | ||||
| Proceeds from sale of investments | 800 | 9,043 | ||||||
| Purchase of investments | (1,133 | ) | (5,210 | ) | ||||
| Net cash (used in) provided by investing activities | (354 | ) | 3,133 | |||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||
| Payment of contingent earn-out liabilities | (86 | ) | (151 | ) | ||||
| Payment of installment payment liabilities | (225 | ) | (255 | ) | ||||
| Payment for stock repurchase | (499 | ) | (554 | ) | ||||
| Repayment of vehicle loan | (4 | ) | — | |||||
| Net cash used in financing activities | (814 | ) | (960 | ) | ||||
| NET CHANGE IN CASH AND CASH EQUIVALENTS | 630 | (2,661 | ) | |||||
| CASH AND CASH EQUIVALENTS - BEGINNING | 6,753 | 9,358 | ||||||
| CASH AND CASH EQUIVALENTS - ENDING | $ | 7,383 | $ | 6,697 | ||||
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Non-GAAP Financial Measures
EBITDA is a numerical measure that the Company believes helps investors to compare its operating performance to that of other companies. “EBITDA” is defined as net income (loss) excluding interest income/expense, provision (benefit) for income taxes and depreciation and amortization expense. The Company believes EBITDA is an important measure of operating performance because it allows management, investors and others to evaluate and compare the Company’s core operating results from period to period by removing (i) the impact of the Company’s capital structure (interest income/expense), (ii) tax consequences and (iii) asset base (depreciation and amortization). EBITDA is a “non-GAAP financial measure” as defined under Regulation G under the Exchange Act. EBITDA should not be considered in isolation or as an alternative to net income, cash flows from operating activities or any other measure determined in accordance with GAAP. The items excluded to calculate EBITDA are significant components in understanding and assessing the Company’s results of operations. The Company’s EBITDA may not be comparable to a similarly titled measure of another company because other entities may not calculate EBITDA in the same manner.
The following table presents the reconciliation of EBITDA to its most comparable GAAP measure, net income (loss), as reported (unaudited):
RECONCILIATION OF NET INCOME (LOSS) TO EBITDA
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2026 AND 2025
(in thousands)
(unaudited)
| For the Three Months Ended September 30, | For the Nine Months Ended September 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Net income (loss) (GAAP) | $ | 35 | $ | (1,240 | ) | $ | 1,088 | $ | (990 | ) | ||||||
| Interest income | (99 | ) | (87 | ) | (233 | ) | (206 | ) | ||||||||
| Provision (benefit) for income taxes | 39 | (72 | ) | 104 | 4 | |||||||||||
| Depreciation and amortization | 285 | 287 | 870 | 808 | ||||||||||||
| EBITDA | $ | 260 | $ | (1,112 | ) | $ | 1,829 | $ | (384 | ) | ||||||
8