TransAct (NASDAQ: TACT) posts Q1 profit, raises EBITDA outlook and $3M buyback
Rhea-AI Filing Summary
TransAct Technologies reported a strong start to 2026, with preliminary first quarter net sales of $14.4 million, up 10% year-over-year, and a return to GAAP profitability. Gross margin improved to 50.3%, supporting operating income of $0.8 million and net income of $0.8 million, or $0.08 per basic share.
Casino and gaming sales rose to $8.3 million, while recurring Food Service Technology revenue grew 26% to $3.3 million. Adjusted EBITDA increased to $1.4 million, and the company reiterated 2026 revenue guidance of $55–$57 million while raising adjusted EBITDA guidance to $1.0–$1.75 million.
The board authorized a share repurchase program of up to $3 million over 12 months. Long-time CFO Steven DeMartino will retire on June 30, 2026, with Controller Robert Campbell becoming Chief Financial Officer, Secretary, Treasurer and Principal Accounting Officer, and CEO John Dillon also assuming the President title.
Positive
- Return to profitability with higher margins: Q1 2026 net sales reached $14.4 million, up 10% year-over-year, with gross margin at 50.3% and net income rising to $766,000, compared with $19,000 a year earlier.
- Stronger earnings outlook and capital return: The company reiterated 2026 revenue guidance of $55–$57 million, raised adjusted EBITDA guidance to $1.0–$1.75 million, and authorized a $3 million share repurchase program over 12 months.
Negative
- None.
Insights
TransAct returns to profit, boosts guidance and adds a buyback.
TransAct Technologies delivered preliminary Q1 2026 net sales of $14.4 million, up 10% year-over-year, and swung to net income of $766,000 from $19,000. Gross margin reached 50.3%, and casino and gaming revenue climbed to $8.3 million, offsetting softer food service hardware sales.
Recurring Food Service Technology revenue rose 26% to $3.3 million, supporting the strategy around the BOHA! platform. Adjusted EBITDA grew to $1.4 million versus $0.5 million a year earlier. Management reiterated 2026 revenue guidance of $55–$57 million and raised adjusted EBITDA guidance to $1.0–$1.75 million, signaling improved profitability expectations.
The board authorized a $3 million share repurchase program over 12 months, a notable capital return given total shareholders’ equity of $32.3 million as of March 31, 2026. Leadership transitions are structured, with long-time CFO Steven DeMartino retiring and Robert Campbell, already Controller and now Principal Accounting Officer, stepping into the CFO role while John Dillon adds the President title.
8-K Event Classification
Key Figures
Key Terms
Adjusted EBITDA financial
Food Service Technology financial
recurring revenue financial
BOHA! platform financial
Rule 10b-18 regulatory
Earnings Snapshot
For 2026, TransAct reiterated revenue guidance of $55–$57 million and raised non-GAAP adjusted EBITDA guidance to $1.0–$1.75 million.
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
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth
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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.
The following information is being furnished pursuant to Item 2.02 “Results of Operations and Financial Condition” of Form 8-K. Such information, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
On May 12, 2026, TransAct Technologies Incorporated (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2026. A copy of the press release is attached to this report as Exhibit 99.1.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
CFO Retirement – Steven A. DeMartino to Retire Effective June 30, 2026; Separation Agreement; Advisory Agreement
On May 8, 2026, the Company announced the retirement of Steven A. DeMartino, its President, Chief Financial Officer, Secretary and Treasurer, effective June 30, 2026 (the “Retirement Time”).
In connection with Mr. DeMartino’s retirement, he and the Company entered into a Separation Agreement and General Release (the “Separation Agreement”) and an Advisory Agreement (the “Advisory Agreement”) on May 7, 2026. Pursuant to the Separation Agreement, Mr. DeMartino will continue employment through the Retirement Time and will be entitled to receive (i) a pro-rated 2026 bonus of $101,989.50, payable in 2027 at such time as bonuses are paid to the Company’s executives, (ii) Company-paid COBRA premiums for up to 18 months following the earlier of the Retirement Time and Mr. DeMartino’s last day of employment with the Company, (iii) a $100,000 transition-related payment for additional, specified services rendered, and (iv) accelerated vesting of 41,747 performance share units. The Separation Agreement also provides for continued indemnification and D&O insurance coverage, payment of accrued but unused vacation, and includes a general release of claims and other terms and conditions. The Advisory Agreement provides that from July 1, 2026 through December 31, 2026, Mr. DeMartino will provide financial consulting advisory services for up to 20 hours per month as an independent contractor in exchange for a monthly retainer of $33,996.50, subject to the terms and conditions of the Advisory Agreement. Except as provided in Section 8 of the Separation Agreement, the Separation Agreement reaffirms certain of Mr. DeMartino’s obligations under his employment agreement with the Company, dated September 4, 2024, including provisions related to exclusivity, confidentiality, and non-disparagement.
The foregoing description of the Separation Agreement and the Advisory Agreement is a summary and is qualified in its entirety by the text of the Separation Agreement and the Advisory Agreement, copies of which are filed as exhibits to this report.
Mr. DeMartino’s retirement is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices, or otherwise.
CFO Succession – Robert Campbell to Succeed Mr. DeMartino as CFO Effective June 30, 2026
On May 7, 2026, the Board of Directors of the Company (the “Board”) appointed Robert Campbell to succeed Mr. DeMartino as Chief Financial Officer, Secretary and Treasurer of the Company, effective upon Mr. DeMartino’s June 30, 2026 retirement (the “Transition Time”). Mr. Campbell, 50, has more than 25 years of financial leadership experience across publicly traded and privately held global manufacturing organizations and has served as the Company’s Controller since June 2022. Prior to joining the Company, Mr. Campbell held senior finance leadership roles at Lydall, Inc., including Director of Global Treasury from 2017 to 2022 and Director of Corporate Accounting from 2013 to 2016, where he was responsible for global treasury operations, SEC reporting, financial consolidations, and capital structure management. Earlier in his career, Mr. Campbell was the Director of Finance and Accounting of Fischer Technology Inc. from 2010 to 2013 and held finance and accounting leadership positions with Axsys Technologies, Inc., Gerber Scientific, Inc., and other organizations. Mr. Campbell began his career in public accounting and holds a B.S. in Accounting from Central Connecticut State University.
Transition of President Title Effective June 30, 2026
On May 7, 2026, the Board determined that John Dillon, the Company’s Chief Executive Officer, will assume the title of President of the Company at the Transition Time. Information regarding Mr. Dillon’s business experience is incorporated herein by reference to Mr. Dillon’s biography contained under the heading “Proposal 1: Election of Directors – Information Concerning Our Director Nominees” in the Company’s Definitive Proxy Statement for its 2026 Annual Meeting of Stockholders, which was filed with the Securities and Exchange Commission on April 13, 2026.
There is no arrangement or understanding between Mr. Dillon and any other persons pursuant to which Mr. Dillon was selected as an officer within the meaning of Item 401(b) of Regulation S-K under the U.S. Securities Act of 1933, as amended (“Regulation S-K”), nor are there any family relationships between Mr. Dillon and any director, executive officer or person nominated or chosen by the Company to become a director or executive officer of the Company within the meaning of Item 401(d) of Regulation S-K. Since the beginning of the Company’s last fiscal year, the Company has not engaged in any transaction in which Mr. Dillon had a direct or indirect material interest within the meaning of Item 404(a) of Regulation S-K.
Principal Accounting Officer Transition Effective May 8, 2026
Additionally, the Company announced that William J. DeFrances, the Company’s Principal Accounting Officer, will retire effective June 30, 2026. As part of a planned succession ahead of Mr. DeFrances’ retirement, on May 7, 2026, the Board appointed Mr. Campbell to serve as Principal Accounting Officer of the Company, effective May 8, 2026.
Mr. DeFrances’ retirement is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices, or otherwise.
New CFO Compensation
In connection with Mr. Campbell’s service as the Company’s Chief Financial Officer, Secretary, and Treasurer, effective as of the Transition Time, Mr. Campbell’s compensation will consist of an annual base salary of $250,000 and an annual target bonus of $87,500. Upon assuming the role of Chief Financial Officer, Secretary and Treasurer, Mr. Campbell will receive a grant of 15,000 restricted stock units under the Company’s 2014 Equity Incentive Plan, which will vest in four equal annual installments, subject to his continued employment and other terms and conditions set forth in the 2014 Equity Incentive Plan. Mr. Campbell’s employment is at-will.
There is no arrangement or understanding between Mr. Campbell and any other persons pursuant to which Mr. Campbell was selected as an officer within the meaning of Item 401(b) of Regulation S-K, nor are there any family relationships between Mr. Campbell and any director, executive officer or person nominated or chosen by the Company to become a director or executive officer of the Company within the meaning of Item 401(d) of Regulation S-K. Since the beginning of the Company’s last fiscal year, the Company has not engaged in any transaction in which Mr. Campbell had a direct or indirect material interest within the meaning of Item 404(a) of Regulation S-K.
Item 8.01 Other Events
On May 8, 2026, the Company issued a press release announcing Mr. DeMartino’s retirement, the transition of the Chief Financial Officer and Principal Accounting Officer roles to Mr. Campbell, and related matters. A copy of the press release is attached to this report as Exhibit 99.2.
On May 12, 2026, the Company issued a press release announcing the Company authorized a share repurchase program (the “Repurchase Plan”) pursuant to which the Company may repurchase up to $3.0 million of its outstanding common stock over a 12-month period commencing on May 12, 2026 (the “Initial Purchase Date”). The Repurchase Plan provides that repurchases may be effected from time to time through open-market purchases, privately negotiated transactions or other means, subject to market conditions, applicable legal requirements and other relevant factors. Repurchases are expected to be conducted in accordance with the requirements of Rule 10b-18 under the Securities Exchange Act of 1934, as amended, including applicable volume, timing, price and broker-dealer limitations. A copy of the press release is attached to this report as Exhibit 99.3.
Forward-Looking Statements
Certain statements in this press release include forward-looking statements within the meaning of the U.S. federal securities laws, including the Private Securities Litigation Reform Act of 1995. Forward-looking statements are any statements other than statements of historical fact. Forward-looking statements represent current views about possible future events and are often identified by the use of forward-looking terminology, such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe,” “project,” “plan,” “predict,” “design” or “continue,” or the negative thereof, or other similar words. Forward-looking statements are subject to certain risks, uncertainties and assumptions. In the event that one or more of such risks or uncertainties materialize, or one or more underlying assumptions prove incorrect, actual results may differ materially from those expressed or implied by the forward-looking statements. Important factors and uncertainties that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include, but are not limited to, the following: the adverse effects of current economic conditions on our business, operations, financial condition, results of operations and capital resources; our ability to achieve the anticipated benefits of our acquisition of a licensed copy of the source code for the BOHA! software and risks to our reputation and business relating to the source code transition; our ability to successfully transition the BOHA! source code to our platform and systems and, until such transition is complete, our continued reliance on third parties to host and support our food service technology offerings; difficulties or delays in manufacturing or delivery of inventory or other supply chain disruptions; our dependence on a single contract manufacturer for the assembly of a large portion of our products in Asia; the imposition of additional duties, tariffs, quotas, taxes, trade barriers, capital flow restrictions and other charges on imports and exports by the United States or the governments of the countries in which we or our manufacturers and suppliers operate; the Russia/Ukraine and Middle East conflicts; inadequate manufacturing capacity or a shortfall or excess of inventory as a result of difficulty in predicting manufacturing requirements due to volatile economic conditions; price increases, decreased availability of third-party component parts or raw materials at reasonable prices, price wars or significant pricing pressures affecting the Company’s products in the United States or abroad; increased product costs or reduced customer demand for our products in the United States or abroad, including as a result of trade wars, tariffs or other trade actions; our ability to successfully develop new products that garner customer acceptance and generate sales, both domestically and internationally, in the face of substantial competition; any system outages, interruptions or other disruptions to our software applications, including as a result of unexpected errors or mistakes in connection with over-the-air updates; our ability to successfully grow our business in the food service technology market; renewal rates for our subscription-based products; risks associated with the pursuit of strategic initiatives and business growth; our dependence on significant suppliers; our ability to recruit and retain quality employees; our dependence on third parties for sales outside the United States; marketplace acceptance of new products; risks associated with foreign operations; political and policy uncertainties and any adverse economic impacts resulting from such uncertainties; our ability to protect intellectual property; exchange rate fluctuations; the availability of needed financing on acceptable terms or at all; volatility of, and decreases in, trading prices of our common stock; and other risk factors identified and discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and other reports filed with the Securities and Exchange Commission. We caution readers not to place undue reliance on forward-looking statements, which speak only as of the date of this release. We undertake no obligation to publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events or other factors, except where we are expressly required to do so by applicable law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit | Description | |
| 10.1 | Separation Agreement and General Release, dated May 7, 2026, between the Company and Steven A. DeMartino | |
| 10.2 | Advisory Agreement, dated May 7, 2026, between the Company and Steven A. DeMartino | |
| 99.1 | Press Release of TransAct Technologies Incorporated Announcing First Quarter 2026 Earnings, dated May 12, 2026 | |
| 99.2 | Press Release of TransAct Technologies Incorporated Announcing the Appointment of Robert Campbell as Chief Financial Officer, Secretary, and Treasurer and Related Matters, dated May 8, 2026 | |
| 99.3 | Press Release of TransAct Technologies Incorporated Announcing the Repurchase Plan, dated May 12, 2026, | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
| TRANSACT TECHNOLOGIES INCORPORATED | |||
| By: | /s/ John M. Dillon | ||
| John M. Dillon | |||
| Chief Executive Officer | |||
Date: May 12, 2026
Exhibit 99.1
TransAct Technologies Reports Preliminary First Quarter 2026 Financial Results
Sold 1,370 BOHA! Terminals in the First Quarter
of 2026
First Quarter 2026 Net Sales up 10% and Recurring
FST Revenue up 26% Year-over-Year
Reiterates 2026 Revenue Guidance of $55 to $57
Million, Increases 2026 Adj. EBITDA Guidance* to $1 Million to $1.75 Million
Board of Directors Authorizes $3 Million Share
Repurchase Program
Company Announces Chief Financial Officer Transition
Hamden, CT – May 12, 2026 – TransAct Technologies Incorporated (Nasdaq: TACT) (“TransAct” or the “Company”), a leading provider of cloud-based software and integrated hardware solutions, today reported preliminary results for the first quarter ended March 31, 2026.
“We are pleased to report a solid start to 2026, with first quarter net sales of $14.4 million, up 10% year-over-year, and a return to GAAP profitability,” said John Dillon, Chief Executive Officer of TransAct. “The performance was broad-based, with casino and gaming sales rising 24% year-over-year and generating strong cash flow to support our Food Service Technology initiatives. Recurring FST revenue grew 26% to $3.3 million, driven by robust label sales. Gross margin expanded 160 basis points to 50.3%, resulting in operating income of $0.8 million. “As we sharpen our focus on software growth, we are working diligently to ensure our Terminal users both pay for and realize the full value of our software suite, which we expect will accelerate growth in our recurring revenue base.”
First Quarter 2026 Financial Highlights
| • | Net Sales: Net sales for the first quarter of 2026 were $14.4 million, up 10% compared to $13.1 million for the first quarter of 2025, driven primarily by a 24% increase in casino and gaming sales. |
| • | FST Recurring Revenue: FST recurring revenue for the first quarter of 2026 was $3.3 million, which represents an increase of 26% compared to $2.7 million for the first quarter of 2025. |
| • | Gross Profit: Gross profit for the first quarter of 2026 was $7.3 million, resulting in gross margin of 50.3%, compared to gross profit of $6.4 million for the first quarter of 2025, which delivered a 48.7% gross margin. |
| • | Operating Income: Operating income for the first quarter of 2026 was $771 thousand, or 5.3% of net sales, compared to an operating loss of $(15) thousand for the first quarter of 2025 and an operating loss of $(1.2) million for the fourth quarter of 2025. |
| • | Net Income: Net income for the first quarter of 2026 was $766 thousand, or $0.07 per diluted share, based on 10.2 million weighted average diluted shares outstanding. This compares to net income of $19 thousand, or $0.00 per diluted share, for the first quarter of 2025 and a net loss of $(1.1) million, or $(0.11) per diluted share, for the fourth quarter of 2025, each based on 10.1 million weighted average common shares outstanding. |
| • | EBITDA: EBITDA was $881 thousand for the first quarter of 2026, compared to $221 thousand for the first quarter of 2025 and $(1.0) million for the fourth quarter of 2025. |
| • | Adjusted EBITDA: Adjusted EBITDA was $1.4 million for the first quarter of 2026, compared to $544 thousand for the first quarter of 2025 and $(499) thousand for the fourth quarter of 2025. |
Share Repurchase Program
Today, the Company announced that its Board of Directors has authorized a share repurchase program of up to $3 million of the Company’s outstanding common stock over the next 12 months. This authorization reflects TransAct’s continued confidence in its strategic direction, strong balance sheet, and long-term growth opportunities, driven by the BOHA!® platform’s recurring revenue model and strengthened by TransAct’s EPIC line of casino and gaming printing solutions.
TransAct intends to execute repurchases opportunistically, considering
market conditions, share price, and alternative uses of capital. The share repurchase program does not obligate the Company to acquire
any specific number of shares and may be modified, suspended, or discontinued at any time.
Chief Financial Officer Transition
On May 8, 2026, the Company announced the appointment of Robert Campbell as Chief Financial Officer, effective upon the June 30, 2026, retirement of long-time Chief Financial Officer, Steven A. DeMartino.
Mr. Campbell has more than 25 years of financial leadership experience across publicly traded and privately held global manufacturing organizations. He has served as the Company’s Controller since June 2022, playing a key role in strengthening financial operations, enhancing reporting and internal controls, and supporting TransAct’s transition toward a recurring revenue model.
Mr. DeMartino, who serves as President, Chief Financial Officer, Secretary
and Treasurer of the Company, will retire following almost 30 years of service to TransAct. Upon Mr. DeMartino’s retirement, Mr.
Campbell will take over as Chief Financial Officer, Secretary and Treasurer, and John Dillon, the Company’s Chief Executive Officer,
will assume the title of President of the Company. Mr. DeMartino will remain in an advisory role through the end of the year to support
a seamless transition.
2026 Financial Outlook*
| • | Net Sales: The Company expects full year 2026 net sales of between $55 million and $57 million. |
| • | Adjusted EBITDA: The Company now expects full year 2026 adjusted EBITDA to be between $1 million and $1.75 million. |
*Our outlook for non-GAAP adjusted EBITDA is presented only on a non-GAAP basis because not all of the information necessary for a quantitative reconciliation of this forward-looking non-GAAP financial measure to the most directly comparable GAAP financial measure is available without unreasonable effort, primarily due to uncertainties relating to the occurrence or amount of the adjustments that may arise in the future. If one or more of the currently unavailable items is applicable, some items could be material, individually or in the aggregate, to GAAP reported results.
First Quarter 2026 Conference Call and Webcast
TransAct is hosting a conference call and webcast on May 12, 2026, beginning at 4:30 p.m. ET to discuss the Company’s preliminary first quarter 2026 results and other matters. Both the call and the webcast are open to the general public. The conference call number is 877-704-4453 and the conference ID number is 13760514. Please call ten minutes prior to the presentation to ensure that you are connected.
Interested parties may also access the conference call live on the Internet at www.transact-tech.com (select “About Us” followed by “Investor Relations,” then select “News & Events” followed by “Events & Presentations”). Approximately two hours after the call has concluded, an archived version of the webcast will be available for replay at the same location.
Non-GAAP Financial Measures
TransAct is providing certain non-GAAP financial measures because the Company believes that these measures are helpful to investors and others in assessing the ongoing nature of what the Company’s management views as TransAct’s core operations. EBITDA and adjusted EBITDA provide the Company with an understanding of one aspect of earnings before the impact of investing and financing charges and income taxes. The Company believes that these non-GAAP financial measures provide relevant and useful information to an investor evaluating the Company’s operating performance because these measures are: (i) widely used by investors to measure a company’s operating performance without regard to items that do not reflect the Company’s ongoing operations and are excluded from the calculation of such measures; (ii) used as financial measurements by lenders and other parties to evaluate creditworthiness; and (iii) used by the Company’s management for various purposes including strategic planning and forecasting and assessing financial performance. The presentation of this non-GAAP information is not considered superior to or a substitute for, and should be read in conjunction with, the financial information prepared in accordance with GAAP.
EBITDA is defined as net income (loss) before net interest income (expense), income taxes, depreciation, and amortization. A reconciliation of EBITDA to net income, the most comparable GAAP financial measure, can be found attached to this release.
Adjusted EBITDA is defined as net income (loss) before net interest income (expense), income taxes, depreciation and amortization and is adjusted for (1) share-based compensation expense and (2) any other items, when they occur, that we believe do not reflect the ordinary earnings of the Company’s ongoing business. The Company adjusts EBITDA for share-based compensation because the Company considers share-based compensation expense to be a non-cash expense similar to depreciation and amortization. A reconciliation of adjusted EBITDA to net income, the most comparable GAAP financial measure, can be found attached to this release.
About TransAct Technologies Incorporated
TransAct Technologies Incorporated is a leading provider of cloud-based software and integrated hardware solutions that redefine how organizations connect operations, technology and data to drive measurable business value. Through its BOHA!® solutions, serving over 19,000 foodservice locations worldwide, TransAct combines purpose-built hardware with a cloud-based SaaS platform to help foodservice operators automate food safety, improve operational efficiency and maintain trusted brand relevance. In the casino and gaming market, TransAct’s award-winning EPIC solutions enable ticket-in/ticket-out (TITO) functionality and advanced promotional capabilities that enhance player engagement and drive revenue for operators globally. TransAct also provides a comprehensive portfolio of consumables and service solutions, allowing customers to simplify operations and partner with a single, trusted provider across their technology ecosystem.
TransAct is headquartered in Hamden, CT. For more information, please visit http://www.transact-tech.com or call (203) 859-6800.
©2026 TRANSACT Technologies Incorporated. All rights reserved. TransAct®, BOHA!®, AccuDate®, Epic Edge®, EPICENTRAL® and Ithaca® are registered trademarks of TransAct Technologies Incorporated.
Cautionary Statement Regarding Preliminary Financial Information
The Company has prepared the preliminary financial information set forth below on a materially consistent basis with its historical financial information and in good faith based upon its internal reporting as of and for the three months ended March 31, 2026. This financial information is preliminary and is thus inherently uncertain and subject to change as the Company finalizes its financial results and related review for the three months ended March 31, 2026. During the preparation of the Company’s consolidated financial statements and related notes as of and for the three months ended March 31, 2026, the Company may identify items that could cause its final reported results to be materially different from the preliminary financial information set forth above. As a result, there can be no assurance that the Company’s final results for these periods will not differ from the preliminary financial information.
This preliminary financial information should not be viewed as a substitute for full financial statements prepared in accordance with GAAP. In addition, this preliminary financial information is not necessarily indicative of the results to be achieved for any future period.
Forward-Looking Statements
Certain statements included in this press release are forward-looking statements within the meaning of the U.S. federal securities laws, including the Private Securities Litigation Reform Act of 1995. Forward-looking statements are any statements other than statements of historical fact. Forward-looking statements represent current views about possible future events and are often identified by the use of forward-looking terminology, such as “may”, “will”, “could”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “project”, “plan”, “predict”, “design” or “continue”, or the negative thereof, or other similar words. Forward-looking statements are subject to certain risks, uncertainties and assumptions. In the event that one or more of such risks or uncertainties materialize, or one or more underlying assumptions prove incorrect, actual results may differ materially from those expressed or implied by the forward-looking statements. Important factors and uncertainties that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include, but are not limited to, the following: the adverse effects of current economic conditions on our business, operations, financial condition, results of operations and capital resources; our ability to achieve the anticipated benefits of our acquisition of a licensed copy of the source code for the BOHA! software and risks to our reputation and business relating to the source code transition; our ability to successfully transition the BOHA! source code to our platform and systems and, until such transition is complete, our continued reliance on third parties to host and support our FST offerings; difficulties or delays in manufacturing or delivery of inventory or other supply chain disruptions; our dependence on a single contract manufacturer for the assembly of a large portion of our products in Asia; the imposition of additional duties, tariffs, quotas, taxes, trade barriers, capital flow restrictions and other charges on imports and exports by the United States or the governments of the countries in which we or our manufacturers and suppliers operate; the Russia/Ukraine and Middle East conflicts; inadequate manufacturing capacity or a shortfall or excess of inventory as a result of difficulty in predicting manufacturing requirements due to volatile economic conditions; price increases, decreased availability of third-party component parts or raw materials at reasonable prices, price wars or significant pricing pressures affecting the Company’s products in the United States or abroad; increased product costs or reduced customer demand for our products in the United States or abroad, including as a result of trade wars, tariffs or other trade actions; our ability to successfully develop new products that garner customer acceptance and generate sales, both domestically and internationally, in the face of substantial competition; any system outages, interruptions or other disruptions to our software applications, including as a result of unexpected errors or mistakes in connection with over-the-air updates; our ability to successfully grow our business in the food service technology market; renewal rates for our subscription-based products; risks associated with the pursuit of strategic initiatives and business growth; our dependence on significant suppliers; our ability to recruit and retain quality employees; our dependence on third parties for sales outside the United States; marketplace acceptance of new products; risks associated with foreign operations; political and policy uncertainties and any adverse economic impacts resulting from such uncertainties; our ability to protect intellectual property; exchange rate fluctuations; the availability of needed financing on acceptable terms or at all; volatility of, and decreases in, trading prices of our common stock; and other risk factors identified and discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and other reports filed with the Securities and Exchange Commission. We caution readers not to place undue reliance on forward-looking statements, which speak only as of the date of this release. We undertake no obligation to publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events or other factors, except where we are expressly required to do so by applicable law.
# # #
Investor Contact:
Ryan Gardella
ICR, Inc.
Ryan.Gardella@icrinc.com
TRANSACT TECHNOLOGIES INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Preliminary and Unaudited)
| Three months ended March 31, | ||||||||
| 2026 | 2025 | |||||||
| (In thousands, except per share data) | ||||||||
| Net sales | $ | 14,415 | $ | 13,053 | ||||
| Cost of sales | 7,162 | 6,694 | ||||||
| Gross profit | 7,253 | 6,359 | ||||||
| Operating expenses: | ||||||||
| Engineering, design and product development | 1,380 | 1,635 | ||||||
| Selling and marketing | 2,197 | 2,085 | ||||||
| General and administrative | 2,905 | 2,654 | ||||||
| 6,482 | 6,374 | |||||||
| Operating income (loss) | 771 | (15 | ) | |||||
| Interest and other income (expense): | ||||||||
| Interest, net | 66 | 22 | ||||||
| Other, net | (48 | ) | 63 | |||||
| 18 | 85 | |||||||
| Income before income taxes | 789 | 70 | ||||||
| Income tax expense | 23 | 51 | ||||||
| Net income | $ | 766 | $ | 19 | ||||
| Net income per common share: | ||||||||
| Basic | $ | 0.08 | $ | 0.00 | ||||
| Diluted | $ | 0.07 | $ | 0.00 | ||||
| Shares used in per share calculation: | ||||||||
| Basic | 10,178 | 10,043 | ||||||
| Diluted | 10,233 | 10,054 | ||||||
SUPPLEMENTAL INFORMATION – SALES BY MARKET:
(Preliminary and Unaudited)
| Three months ended March 31, | ||||||||
| 2026 | 2025 | |||||||
| (In thousands) | ||||||||
| Food service technology | $ | 4,692 | $ | 4,908 | ||||
| POS automation | 620 | 618 | ||||||
| Casino and gaming | 8,339 | 6,719 | ||||||
| TransAct services group | 764 | 808 | ||||||
| Total net sales | $ | 14,415 | $ | 13,053 | ||||
TRANSACT TECHNOLOGIES INCORPORATED
CONDENSED CONSOLIDATED BALANCE SHEETS
(Preliminary and Unaudited)
March 31, | December 31, | |||||||
| 2026 | 2025 | |||||||
| Assets: | (In thousands) | |||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 18,841 | $ | 20,433 | ||||
| Accounts receivable, net | 9,024 | 6,364 | ||||||
| Inventories | 9,574 | 10,858 | ||||||
| Prepaid income taxes | 379 | 399 | ||||||
| Other current assets | 894 | 754 | ||||||
| Total current assets | 38,712 | 38,808 | ||||||
| Fixed assets, net | 1,168 | 1,243 | ||||||
| Right-of-use assets, net | 3,347 | 557 | ||||||
| Goodwill | 2,621 | 2,621 | ||||||
| Intangible assets, net | 1,983 | 1,503 | ||||||
| Other assets | 56 | 37 | ||||||
| 9,175 | 5,961 | |||||||
| Total assets | $ | 47,887 | $ | 44,769 | ||||
| Liabilities and Shareholders’ Equity: | ||||||||
| Current liabilities: | ||||||||
| Revolving loan payable | $ | 3,000 | $ | 3,000 | ||||
| Accounts payable | 4,414 | 3,539 | ||||||
| Accrued liabilities | 3,113 | 4,763 | ||||||
| Lease liabilities | 503 | 346 | ||||||
| Deferred revenue | 1,340 | 1,400 | ||||||
| Total current liabilities | 12,370 | 13,048 | ||||||
| Deferred revenue, net of current portion | 322 | 355 | ||||||
| Lease liabilities, net of current portion | 2,860 | 215 | ||||||
| Other liabilities | 47 | 35 | ||||||
| 3,229 | 605 | |||||||
| Total liabilities | 15,599 | 13,653 | ||||||
| Shareholders’ equity: | ||||||||
| Common stock | 142 | 141 | ||||||
| Additional paid-in capital | 60,266 | 59,824 | ||||||
| Retained earnings | 4,041 | 3,275 | ||||||
| Accumulated other comprehensive loss, net of tax | (51 | ) | (14 | ) | ||||
| Treasury stock, at cost | (32,110 | ) | (32,110 | ) | ||||
| Total shareholders’ equity | 32,288 | 31,116 | ||||||
| Total liabilities and shareholders’ equity | $ | 47,887 | $ | 44,769 | ||||
TRANSACT TECHNOLOGIES INCORPORATED
RECONCILIATION OF NET INCOME TO EBITDA AND ADJUSTED EBITDA
NON-GAAP FINANCIAL MEASURES
(Preliminary and Unaudited)
| Three Months Ended | ||||||||
| March 31, | ||||||||
| 2026 | 2025 | |||||||
| (In thousands) | ||||||||
| Net income | $ | 766 | $ | 19 | ||||
| Interest income, net | (66 | ) | (22 | ) | ||||
| Income tax expense | 23 | 51 | ||||||
| Depreciation and amortization | 158 | 173 | ||||||
| EBITDA | 881 | 221 | ||||||
| Share-based compensation expense | 511 | 323 | ||||||
| Adjusted EBITDA | $ | 1,392 | $ | 544 | ||||
Exhibit 99.2
TransAct Technologies Appoints Robert Campbell as Next Chief Financial Officer
Long-time Chief Financial Officer Steven DeMartino to Retire
Leadership Transition Continues to Support Focus on Recurring Revenue Growth
HAMDEN, CT – May 8, 2026 – TransAct Technologies Incorporated (Nasdaq: TACT) (“TransAct” or the “Company”), a leading provider of cloud-based software and integrated hardware solutions, today announced the appointment of Robert Campbell as Chief Financial Officer, effective upon the June 30, 2026 retirement of long-time Chief Financial Officer, Steven A. DeMartino.
Mr. DeMartino, who serves as President, Chief Financial Officer, Secretary and Treasurer of the Company, will retire following almost 30 years of service to TransAct. Upon Mr. DeMartino’s retirement, Mr. Campbell will take over as Chief Financial Officer, Secretary and Treasurer, and John Dillon, the Company’s Chief Executive Officer, will assume the title of President of the Company. Mr. DeMartino will remain in an advisory role through the end of the year to support a seamless transition.
Additionally, TransAct announced that William J. DeFrances, the Company’s Principal Accounting Officer, will retire later this year. As part of a planned succession ahead of Mr. DeFrances’ retirement, Mr. Campbell has been named Principal Accounting Officer, effective immediately. Mr. DeFrances will continue to serve as an advisor after his retirement to help ensure a smooth transition.
Mr. Campbell has more than 25 years of financial leadership experience across publicly traded and privately held global manufacturing organizations. He has served as the Company’s Controller since June 2022, playing a key role in strengthening financial operations, enhancing reporting and internal controls, and supporting TransAct’s transition toward a recurring revenue model. Prior to joining TransAct, Mr. Campbell held senior finance leadership roles at Lydall, Inc., including Director of Global Treasury and Director of Corporate Accounting, where he was responsible for global treasury operations, SEC reporting, financial consolidations, and capital structure management. Earlier in his career, Mr. Campbell held finance and accounting leadership positions with Fischer Technology Inc., Axsys Technologies, Inc., and other organizations. Mr. Campbell began his career in public accounting and holds a B.S. in Accounting from Central Connecticut State University.
“As we continue to expand ARR and build a more predictable, higher-margin revenue stream, strong financial leadership will be critical to enable our strategy,” said John Dillon, Chief Executive Officer of TransAct Technologies. “Bob’s promotion comes at an important time, as we continue to scale our BOHA! cloud-based SaaS platform and strengthen our recurring revenue model.”
Mr. Dillon added, “Bob’s deep knowledge of our business and financial operations positions him well to support our next phase of growth and maintain a disciplined approach to stockholder value creation.”
“I am honored to step into the role of Chief Financial Officer at this pivotal time for TransAct,” said Mr. Campbell. “We have a strong financial foundation and a compelling opportunity to continue scaling our BOHA! cloud-based SaaS platform. I look forward to supporting TransAct’s further growth and development in both the Food Service Technology and Casino and Gaming markets.”
“It has been an honor to guide and serve TransAct during the entirety of its public company life since its IPO in 1996," said Steven DeMartino. "I want to thank TransAct’s employees, Board of Directors, and stockholders for trusting and supporting me throughout my nearly 30-year career at TransAct. I am proud of what we have accomplished to date and, as a stockholder, am supportive of the Company’s strategic direction. Long term, I believe TransAct has a large and growing opportunity in front of it.”
Mr. DeMartino continued, “Over the past 30 years, I have helped build a strong financial foundation and leave TransAct well positioned for continued success with a strong balance sheet and financial processes in place. I look forward to following TransAct’s progress in my next chapter."
Mr. Dillon stated, “On behalf of the Board and the entire TransAct team, I want to thank Steve for his leadership and lasting contributions over the past three decades. His stewardship has been instrumental in building and sustaining a strong financial foundation and guiding TransAct through multiple phases of growth and transformation.”
About TransAct Technologies Incorporated
TransAct Technologies Incorporated is a leading provider of cloud-based software and integrated hardware solutions that redefine how organizations connect operations, technology and data to drive measurable business value. Through its BOHA!® solutions, serving over 19,000 foodservice locations worldwide, TransAct combines purpose-built hardware with a cloud-based SaaS platform to help foodservice operators automate food safety, improve operational efficiency and maintain trusted brand relevance. In the casino and gaming market, TransAct’s award-winning EPIC solutions enable ticket-in/ticket-out (TITO) functionality and advanced promotional capabilities that enhance player engagement and drive revenue for operators globally. TransAct also provides a comprehensive portfolio of consumables and service solutions, allowing customers to simplify operations and partner with a single, trusted provider across their technology ecosystem.
TransAct is headquartered in Hamden, CT. For more information, please visit transact-tech.com or call (203) 859-6800.
©2026 TRANSACT Technologies Incorporated. All rights reserved. TransAct® and BOHA!® are registered trademarks of TransAct Technologies Incorporated.
Forward-Looking Statements
Certain statements in this press release include forward-looking statements within the meaning of the U.S. federal securities laws, including the Private Securities Litigation Reform Act of 1995. Forward-looking statements are any statements other than statements of historical fact. Forward-looking statements represent current views about possible future events and are often identified by the use of forward-looking terminology, such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe,” “project,” “plan,” predict,” “design” or “continue,” or the negative thereof, or other similar words. Forward-looking statements are subject to certain risks, uncertainties and assumptions. In the event that one or more of such risks or uncertainties materialize, or one or more underlying assumptions prove incorrect, actual results may differ materially from those expressed or implied by the forward-looking statements. Important factors and uncertainties that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include, but are not limited to, the following: the adverse effects of current economic conditions on our business, operations, financial condition, results of operations and capital resources; our ability to achieve the anticipated benefits of our acquisition of a licensed copy of the source code for the BOHA! software and risks to our reputation and business relating to the source code transition; our ability to successfully transition the BOHA! source code to our platform and systems and, until such transition is complete, our continued reliance on third parties to host and support our food service technology offerings; difficulties or delays in manufacturing or delivery of inventory or other supply chain disruptions; our dependence on a single contract manufacturer for the assembly of a large portion of our products in Asia; the imposition of additional duties, tariffs, quotas, taxes, trade barriers, capital flow restrictions and other charges on imports and exports by the United States or the governments of the countries in which we or our manufacturers and suppliers operate; the Russia/Ukraine and Middle East conflicts; inadequate manufacturing capacity or a shortfall or excess of inventory as a result of difficulty in predicting manufacturing requirements due to volatile economic conditions; price increases, decreased availability of third-party component parts or raw materials at reasonable prices, price wars or significant pricing pressures affecting the Company’s products in the United States or abroad; increased product costs or reduced customer demand for our products in the United States or abroad, including as a result of trade wars, tariffs or other trade actions; our ability to successfully develop new products that garner customer acceptance and generate sales, both domestically and internationally, in the face of substantial competition; any system outages, interruptions or other disruptions to our software applications, including as a result of unexpected errors or mistakes in connection with over-the-air updates; our ability to successfully grow our business in the food service technology market; renewal rates for our subscription-based products; risks associated with the pursuit of strategic initiatives and business growth; our dependence on significant suppliers; our ability to recruit and retain quality employees; our dependence on third parties for sales outside the United States; marketplace acceptance of new products; risks associated with foreign operations; political and policy uncertainties and any adverse economic impacts resulting from such uncertainties; our ability to protect intellectual property; exchange rate fluctuations; the availability of needed financing on acceptable terms or at all; volatility of, and decreases in, trading prices of our common stock; and other risk factors identified and discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and other reports filed with the Securities and Exchange Commission. We caution readers not to place undue reliance on forward-looking statements, which speak only as of the date of this release. We undertake no obligation to publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events or other factors, except where we are expressly required to do so by applicable law.
Contact:
Ryan Gardella
ICR, Inc.
Ryan.Gardella@icrinc.com
Exhibit 99.3
TransAct Technologies Announces Share Repurchase Program
Board-Authorized $3 Million Program Approved for One Year
HAMDEN, CT – May 12, 2026 – TransAct Technologies Incorporated (Nasdaq: TACT) (“TransAct” or the “Company”), a leading provider of cloud-based software and integrated hardware solutions, today announced that its Board of Directors has authorized a share repurchase program of up to $3 million of the Company’s outstanding common stock over the next 12 months.
This authorization reflects TransAct’s continued confidence in its strategic direction, strong balance sheet, and long-term growth opportunities, driven by the BOHA!® platform’s recurring revenue model and strengthened by TransAct’s EPIC line of casino and gaming printing solutions.
“We believe our current share price does not fully reflect the strength or value of our business, particularly the long-term growth and recurring revenue potential of our BOHA! solutions,” said John Dillon, Chief Executive Officer of TransAct. “As we continue to scale BOHA!, we are building a more predictable, higher-margin revenue stream driven by ARR, which we believe will create meaningful long-term stockholder value. This share repurchase program underscores our commitment to disciplined capital allocation—balancing investment in growth, customer acquisition, and platform expansion with returning capital to stockholders.”
TransAct intends to execute repurchases opportunistically, considering market conditions, share price, and alternative uses of capital. Repurchases may be made from time to time in the open market, through privately negotiated transactions, or by other means in accordance with applicable securities laws.
Mr. Dillon added, “With improving visibility into recurring revenue streams from BOHA! and continued operational efficiencies, we are well positioned to generate sustainable cash flow and deploy capital in a way that maximizes long-term stockholder returns.”
The share repurchase program does not obligate the Company to acquire any specific number of shares and may be modified, suspended, or discontinued at any time.
About TransAct Technologies Incorporated
TransAct Technologies Incorporated is a leading provider of cloud-based software and integrated hardware solutions that redefine how organizations connect operations, technology and data to drive measurable business value. Through its BOHA!® solutions, serving over 19,000 foodservice locations worldwide, TransAct combines purpose-built hardware with a cloud-based SaaS platform to help foodservice operators automate food safety, improve operational efficiency and maintain trusted brand relevance. In the casino and gaming market, TransAct’s award-winning EPIC solutions enable ticket-in/ticket-out (TITO) functionality and advanced promotional capabilities that enhance player engagement and drive revenue for operators globally. TransAct also provides a comprehensive portfolio of consumables and service solutions, allowing customers to simplify operations and partner with a single, trusted provider across their technology ecosystem.
TransAct is headquartered in Hamden, CT. For more information, please visit transact-tech.com or call (203) 859-6800.
©2026 TRANSACT Technologies Incorporated. All rights reserved. TransAct® and BOHA!® are registered trademarks of TransAct Technologies Incorporated.
Forward-Looking Statements
Certain statements in this press release include forward-looking statements within the meaning of the U.S. federal securities laws, including the Private Securities Litigation Reform Act of 1995. Forward-looking statements are any statements other than statements of historical fact. Forward-looking statements represent current views about possible future events and are often identified by the use of forward-looking terminology, such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe,” “project,” “plan,” predict,” “design” or “continue,” or the negative thereof, or other similar words. Forward-looking statements are subject to certain risks, uncertainties and assumptions. In the event that one or more of such risks or uncertainties materialize, or one or more underlying assumptions prove incorrect, actual results may differ materially from those expressed or implied by the forward-looking statements. Important factors and uncertainties that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include, but are not limited to, the following: the adverse effects of current economic conditions on our business, operations, financial condition, results of operations and capital resources; our ability to achieve the anticipated benefits of our acquisition of a licensed copy of the source code for the BOHA! software and risks to our reputation and business relating to the source code transition; our ability to successfully transition the BOHA! source code to our platform and systems and, until such transition is complete, our continued reliance on third parties to host and support our FST offerings; difficulties or delays in manufacturing or delivery of inventory or other supply chain disruptions; our dependence on a single contract manufacturer for the assembly of a large portion of our products in Asia; the imposition of additional duties, tariffs, quotas, taxes, trade barriers, capital flow restrictions and other charges on imports and exports by the United States or the governments of the countries in which we or our manufacturers and suppliers operate; the Russia/Ukraine and Middle East conflicts; inadequate manufacturing capacity or a shortfall or excess of inventory as a result of difficulty in predicting manufacturing requirements due to volatile economic conditions; price increases, decreased availability of third-party component parts or raw materials at reasonable prices, price wars or significant pricing pressures affecting the Company’s products in the United States or abroad; increased product costs or reduced customer demand for our products in the United States or abroad, including as a result of trade wars, tariffs or other trade actions; our ability to successfully develop new products that garner customer acceptance and generate sales, both domestically and internationally, in the face of substantial competition; any system outages, interruptions or other disruptions to our software applications, including as a result of unexpected errors or mistakes in connection with over-the-air updates; our ability to successfully grow our business in the food service technology market; renewal rates for our subscription-based products; risks associated with the pursuit of strategic initiatives and business growth; our dependence on significant suppliers; our ability to recruit and retain quality employees; our dependence on third parties for sales outside the United States; marketplace acceptance of new products; risks associated with foreign operations; political and policy uncertainties and any adverse economic impacts resulting from such uncertainties; our ability to protect intellectual property; exchange rate fluctuations; the availability of needed financing on acceptable terms or at all; volatility of, and decreases in, trading prices of our common stock; and other risk factors identified and discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and other reports filed with the Securities and Exchange Commission. We caution readers not to place undue reliance on forward-looking statements, which speak only as of the date of this release. We undertake no obligation to publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events or other factors, except where we are expressly required to do so by applicable law.
Contact:
Ryan Gardella
ICR, Inc.
Ryan.Gardella@icrinc.com