Private company

TruBridge, Inc.

TruBridge, Inc. is an American computer programming services company, incorporated in Delaware.1 It is headquartered in Mobile, Alabama.1

Last updated Oct 20, 2026.

Overview

  • IndustryServices-Computer Programming Services1
  • HeadquartersMobile, Alabama1
  • Incorporated inDE2
  • Business address54 St. Emanuel Street, Mobile, Al 366022
  • Filer categoryAccelerated filer, Smaller reporting company2

Founded in 1979, TruBridge, Inc. (“TruBridge” or the “Company”) is a leading provider of healthcare solutions and services for community hospitals, their clinics and other healthcare systems. Previously named Computer Programs and Systems, Inc., the Company changed its name to TruBridge, Inc. on March 4, 2024 in a Company-wide rebranding and legal entity consolidation. TruBridge is a trusted partner to more than 1,500 healthcare organizations with a broad range of technology-first solutions that address the unique needs and challenges of diverse communities, promoting equitable access to quality care and fostering positive outcomes. TruBridge has over four decades of experience in connecting providers, patients and communities with innovative data-driven solutions that create real value by supporting both the financial and clinical side of healthcare delivery. Our industry leading HFMA P…4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

6.0%Operating margin5
1.3%Net margin5
1.4%Revenue growth, 20255
2.4%Return on equity5
0.91×Debt to equity5
$35.6MFree cash flow5

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue47¢$163.0M
  • Research and development9¢$32.6M
  • Other costs42¢$146.5M
  • Income tax0¢$485.0K
  • Profit1¢$4.4M

Out of $346.8M in revenue.5

Where each dollar of operating cash went, fiscal 2025

  • Capital spending4¢$1.3M
  • Share buybacks5¢$1.9M
  • Kept or used elsewhere91¢$33.7M

Out of $37.0M of cash from operations.5

Financial statements

Revenue67895$346.8M in 2025+26% since 2019
0$100.0M$200.0M$300.0M$400.0M2019: $274.6M$274.6M20192020: $264.5M$264.5M2020−4%2021: $280.6M$280.6M2021+6%2022: $326.6M$326.6M2022+16%2023: $337.0M$337.0M2023+3%2024: $342.2M$342.2M2024+2%2025: $346.8M$346.8M2025+1%
Gross profit67$154.4M in 2022+7% since 2019
0$50.0M$100.0M$150.0M$200.0M2019: $144.1M$144.1M20192020: $136.2M$136.2M2020−5%2021: $140.9M$140.9M2021+3%2022: $154.4M$154.4M2022+10%
Operating income67895$20.8M in 2025−15% since 2019
-$60.0M-$40.0M-$20.0M0$20.0M$40.0M2019: $24.6M$24.6M20192020: $21.1M$21.1M2020−14%2021: $24.7M$24.7M2021+17%2022: $22.8M$22.8M2022−8%2023: -$45.7M-$45.7M20232024: $6.4M$6.4M20242025: $20.8M$20.8M2025+227%
Net income67895$4.4M in 2025−79% since 2019
-$60.0M-$40.0M-$20.0M0$20.0M$40.0M2019: $20.5M$20.5M20192020: $14.2M$14.2M2020−30%2021: $18.4M$18.4M2021+29%2022: $15.9M$15.9M2022−14%2023: -$48.1M-$48.1M20232024: -$20.9M-$20.9M2024−56%2025: $4.4M$4.4M2025
Fiscal year2019202020212022202320242025
Revenue$274.6M6$264.5M7$280.6M8$326.6M9$337.0M5$342.2M5$346.8M5
Cost of revenue$130.5M6$128.2M7$135.8M8$166.5M9$175.6M5$168.9M5$163.0M5
Gross profit$144.1M6$136.2M7$140.9M7$154.4M7
Research and development$36.9M6$33.5M7$32.8M8$31.9M9$38.8M5$35.4M5$32.6M5
Operating expenses$116.2M7$131.7M7$382.7M5$335.8M5$326.0M5
Operating income$24.6M6$21.1M7$24.7M8$22.8M9-$45.7M5$6.4M5$20.8M5
Interest$6.7M6$3.6M7$3.2M8$6.3M8$12.5M8
Income before tax$23.1M8$18.1M9-$57.5M5-$10.5M5$3.9M5
Income tax$3.2M6$4.5M7$4.6M8$2.2M9-$9.3M5$10.5M5-$485.0K5
Net income$20.5M6$14.2M7$18.4M8$15.9M9-$48.1M5-$20.9M5$4.4M5
Earnings per share$1.436$0.987$1.268$1.089-$3.325-$1.415$0.295
Earnings per share (diluted)$1.436$0.987$1.268$1.089-$3.325-$1.415$0.295
Shares (weighted, basic)14.3M shares814.4M shares914.2M shares514.3M shares514.5M shares5
Shares (weighted, diluted)14.3M shares814.4M shares914.2M shares514.3M shares514.5M shares5

Compare TruBridge, Inc. with another company

Corporate structure

TruBridge, Inc. sits at the top of its group. 7 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of TruBridge, Inc.

  • Ocho Investments LLC Filed SCHEDULE 13D/A on TruBridge, Inc., latest Sep 2, 2026 (7 filings since Aug 14, 2024)
  • GLAZER CAPITAL, LLC Filed SCHEDULE 13G/A on TruBridge, Inc., latest Aug 13, 2026 (2 filings since May 12, 2026)
  • BlackRock Filed SCHEDULE 13G on TruBridge, Inc., latest Jul 30, 2026 (3 filings since Oct 17, 2025)
  • Pinetree Capital Ltd. Filed SCHEDULE 13D/A on TruBridge, Inc., latest Jul 10, 2026 (12 filings since Mar 12, 2024)
  • Camac Partners, LLC Filed SCHEDULE 13G/A on TruBridge, Inc., latest Jul 1, 2026 (2 filings since Jan 28, 2026)
  • Beheer B.v. Rorema Filed SCHEDULE 13D/A on TruBridge, Inc., latest Apr 28, 2026 (4 filings since Jun 10, 2024)
  • VANGUARD GROUP INC Filed SCHEDULE 13G/A on TruBridge, Inc., latest Jan 30, 2026 (7 filings since Feb 9, 2022)
  • Nellore Capital Management LLC Filed SCHEDULE 13G on TruBridge, Inc., latest Oct 8, 2025
  • Cove Street Capital, LLC Filed SC 13G/A on TruBridge, Inc., latest Apr 19, 2024 (2 filings since Mar 18, 2024)
  • River Road Asset Management, LLC Filed SC 13G/A on TruBridge, Inc., latest Mar 6, 2024 (4 filings since Feb 9, 2022)
  • TruBridge, Inc. Mobile, Alabama
    • Healthcare Resource Group, Inc. Subsidiary · Washington, United States
    • Healthland Holding Inc. Subsidiary · Delaware, United States
    • Healthland Inc. Subsidiary · Minnesota, United States
    • iNetXperts, Corp. d/b/a Get Real Health Subsidiary · Maryland, United States
    • TruBridge Healthcare Private Limited Subsidiary · India
    • Viewgol, LLC Subsidiary · Delaware, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What TruBridge, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Computer equipment and software$77.7M5 Dec 31, 2025$66.2M5 Dec 31, 2024+17.3%
Property and equipment, before depreciation$13.1M5 Dec 31, 2025$11.8M5 Dec 31, 2024+10.7%
Accumulated depreciation$10.6M5 Dec 31, 2025$9.5M5 Dec 31, 2024+11.3%
Property and equipment, net$2.5M5 Dec 31, 2025$2.3M5 Dec 31, 2024+7.9%
Operating-lease assets (leased space)$2.0M5 Dec 31, 2025$3.1M5 Dec 31, 2024−35.0%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$24.9M5 Dec 31, 2025$12.3M5 Dec 31, 2024+101.6%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$172.6M5 Dec 31, 2025$172.6M5 Dec 31, 20240%
Finite-lived intangibles, gross$157.7M5 Dec 31, 2024$157.7M5 Dec 31, 20230%
Accumulated amortization$90.9M5 Dec 31, 2025$78.7M5 Dec 31, 2024+15.5%
Finite-lived intangibles, net$64.5M5 Dec 31, 2025$76.7M5 Dec 31, 2024−15.9%

Inventory

ItemLatestA year beforeChange
Inventory, total$623.0K5 Dec 31, 2025$767.0K5 Dec 31, 2024−18.8%

Properties, in its own words

In April 2021, the Company relocated its principal executive office pursuant to a sublease for 20,093 square feet of office space in downtown Mobile, Alabama. In June 2022, the downtown location lease agreement was modified from a sublease to a lease with the property owners. In addition to the downtown and another location in Mobile, Alabama, we lease office space in Ridgeland, Mississippi. The Ridgeland lease is set to expire in February 2026. We believe our existing facilities are sufficient for our current needs.

Previously, the Company held property located on approximately 16.5 acres in Mobile, Alabama, which included approximately 135,500 square feet of office space spread throughout numerous buildings and 11.3 acres of undeveloped real property adjacent to the buildings. The majority of the buildings were sold in October 2024, and the one remaining 3,500 square foot building was sold in April 2025. The remaining 11.3 acres are held for sale.

Item 2 of the 10-K filed Mar 31, 2026.4

Leadership

Who has led TruBridge, Inc., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (46)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Healthcare Resource Group, Inc. Washington3
  • Healthland Holding Inc. Delaware3
  • Healthland Inc. Minnesota3
  • TruBridge Healthcare Private Limited India3
  • TruBridge, Inc. Delaware3
  • Viewgol, LLC Delaware3
  • iNetXperts, Corp. d/b/a Get Real Health Maryland3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • COMPUTER PROGRAMS & SYSTEMS INCMar 21, 2002 to Feb 29, 20242

Timeline

  1. Jul 9, 20268-K Ended a material agreement; Completed an acquisition or sale; Listing notice or transfer74
  2. Jul 7, 20268-K Shareholder vote75
  3. Jun 23, 20268-K Other events76
  4. May 8, 20268-K Results of operations77
  5. Apr 23, 20268-K Entered a material agreement; Regulation FD disclosure78
  6. Mar 31, 20268-K Results of operations79
  7. Jan 8, 20268-K Entered a material agreement; Executive or director change; Regulation FD disclosure80
  8. Dec 1, 20258-K Entered a material agreement; New debt or obligation81
  9. Nov 6, 20258-K Results of operations82
  10. Oct 3, 20258-K Executive or director change; Other events83
  11. Aug 8, 20258-K Results of operations84
  12. Jul 1, 20258-K Change of auditor85
  13. Jul 6, 2022New chief executive Christopher L. Fowler becomes CEO16
  14. Jan 26, 2016New chief executive Christopher Scott Bauleke becomes CEO17
  15. Jul 26, 2007New chief executive John B. Douglas Jr. becomes CEO18
  16. Feb 1, 2006New chief executive David A. Dye becomes CEO19

Calendar

When it reported results

  1. May 8, 2026Reported quarterly or annual results77
  2. Mar 31, 2026Reported quarterly or annual results79
  3. Nov 6, 2025Reported quarterly or annual results82
  4. Aug 8, 2025Reported quarterly or annual results84
  5. May 7, 2025Reported quarterly or annual results86
  6. Mar 18, 2025Reported quarterly or annual results87
  7. Mar 10, 2025Reported quarterly or annual results88
  8. Nov 7, 2024Reported quarterly or annual results89

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

415 filings to the SEC since October 2021: 8 annual reports, 15 quarterly reports, 56 major events, 239 insider forms, 50 large holders, 47 other. The latest 20:

  1. Sep 2, 2026SCHEDULE 13D/A EDGAR
  2. Aug 13, 2026SCHEDULE 13G/A EDGAR
  3. Jul 30, 2026SCHEDULE 13G EDGAR
  4. Jul 24, 202615-12G EDGAR
  5. Jul 14, 2026EFFECT EDGAR
  6. Jul 10, 20264 EDGAR
  7. Jul 10, 20264 EDGAR
  8. Jul 10, 20264 EDGAR
  9. Jul 10, 20264 EDGAR
  10. Jul 10, 20264 EDGAR
  11. Jul 10, 20264 EDGAR
  12. Jul 10, 20264 EDGAR
  13. Jul 10, 20264 EDGAR
  14. Jul 10, 20264 EDGAR
  15. Jul 10, 20264 EDGAR
  16. Jul 10, 20264 EDGAR
  17. Jul 10, 20264 EDGAR
  18. Jul 10, 20264 EDGAR
  19. Jul 10, 20264 EDGAR
  20. Jul 10, 20264 EDGAR

The 415 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

108 open-market trades by officers, directors and large owners since October 2021: 55 buys and 53 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Dec 3, 2025Pinetree Capital Ltd.10% ownerBuy10,000$23.00$230.0KForm 4
Dec 2, 2025Pinetree Capital Ltd.10% ownerBuy45,000$22.72$1.0MForm 4
Dec 1, 2025Pinetree Capital Ltd.10% ownerBuy75,000$22.40$1.7MForm 4
Nov 19, 2025L6 Holdings Inc.10% ownerBuy13,501$20.63$278.6KForm 4
Nov 19, 2025L6 Holdings Inc.10% ownerBuy8,501$20.70$176.0KForm 4
Nov 18, 2025L6 Holdings Inc.10% ownerBuy3,639$20.84$75.8KForm 4
Nov 18, 2025L6 Holdings Inc.10% ownerBuy3,639$20.84$75.8KForm 4
Nov 17, 2025Daughton MichaelChief Business OfficerBuy17,500$20.46$358.1KForm 4
Nov 17, 2025L6 Holdings Inc.10% ownerBuy20,707$20.42$422.8KForm 4
Nov 17, 2025L6 Holdings Inc.10% ownerBuy20,707$20.42$422.8KForm 4
Nov 14, 2025Daughton MichaelChief Business OfficerBuy2,500$20.15$50.4KForm 4
Nov 14, 2025L6 Holdings Inc.10% ownerBuy18,933$20.23$383.0KForm 4
Nov 13, 2025Daughton MichaelChief Business OfficerBuy4,354$20.16$87.8KForm 4
Nov 13, 2025L6 Holdings Inc.10% ownerBuy21,035$20.41$429.3KForm 4
Nov 12, 2025Daughton MichaelChief Business OfficerBuy10,167$19.95$202.8KForm 4
Nov 12, 2025L6 Holdings Inc.10% ownerBuy8,935$19.94$178.2KForm 4
Nov 11, 2025Daughton MichaelChief Business OfficerBuy15,479$19.39$300.1KForm 4
May 23, 2025L6 Holdings Inc.10% ownerBuy15,000$24.01$360.1KForm 4
May 23, 2025L6 Holdings Inc.10% ownerBuy25,000$24.01$600.2KForm 4
May 22, 2025L6 Holdings Inc.10% ownerBuy15,000$23.98$359.7KForm 4

All 108 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2024Vinay BassiChief Financial Officer$492.3K$2.0M100

SEC filer profile

How TruBridge, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARTruBridge, Inc.1
  • CIK0001169445
  • Employer ID (EIN)74-30323734
  • Filer statusAccelerated filer not an emerging growth company; a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)7371 Services-Computer Programming Services1
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance1
  • Business address54 St. Emanuel Street, Mobile, AL 366021
  • Phone(251) 639-81001
  • Shares outstanding14,999,136 as of May 5, 202612
  • Public float$248.0M as of Jun 30, 20254
  • AuditorKPMG LLP, Atlanta, Georgia PCAOB ID 185; it also attests to the company’s internal control over financial reporting4
  • On EDGAR sinceMar 21, 20021
  • Filings1,461 in all: 4 (781), 8-K (196), SC 13G/A (94), 10-Q (72), 3 (45), SC 13G (31), 10-K (24), DEF 14A (23)1
    All 48 form types

    UPLOAD (19), CORRESP (18), ARS (15), SCHEDULE 13D/A (15), 5 (13), DEFA14A (13), S-8 POS (11), 4/A (10), S-8 (10), 8-K/A (7), SC 13D/A (7), SCHEDULE 13G (6), 11-K (5), 144 (5), 10-K/A (4), SCHEDULE 13G/A (4), 10-Q/A (3), SC 13D (3), 3/A (2), 8-A12B/A (2), EFFECT (2), NT 10-Q (2), S-1/A (2), 11-K/A (1), 15-12G (1), 15-15D (1), 25-NSE (1), 424B3 (1), 424B4 (1), 8-A12B (1), 8-A12G (1), DEFM14A (1), NT 10-K (1), NT 11-K (1), POS AM (1), PRE 14A (1), PREM14A (1), S-1 (1), S-3 (1), SCHEDULE 13D (1)

  • Latest filingsAnnual report (10-K) Mar 31, 2026
    Quarterly report (10-Q) May 8, 2026
    Proxy statement (DEF 14A) Mar 26, 2025
    Latest 8-K (8-K) Jul 9, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $.001 per shareTBRGThe NASDAQ Stock Market LLC

From the cover page of the 10-K filed Mar 31, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks TruBridge, Inc. names in Item 1A of its 10-K filed Mar 31, 2026: 49 risks under these headings, as written.4

  • These are not the only risks and uncertainties that we face. Our business, financial condition, operating results, and stock price can be materially and adversely affected by a number of factors, whether currently known or unknown, including, but not limited to, those described below. Any one or more of such factors could directly or indirectly cause our actual financial condition and operating results to vary materially from our past or anticipated future financial condition or operating results.
  • RISKS RELATED TO OUR INDUSTRY
  • There are a limited number of acute care hospitals in our primary target market. Saturation or consolidation in the healthcare industry could result in the loss of existing clients, a reduction in our potential client base and downward pressure on the prices of our products and services.
  • Economic, market and other factors may cause a decline in spending for information technology and services by our current and prospective clients which may result in less demand for our products, lower prices and, consequently, lower revenues and a lower revenue growth rate.
  • There is significant uncertainty in the healthcare industry, both as a result of recently enacted legislation and changing government regulation, which may have a material adverse impact on the businesses of our hospital clients and ultimately on our business, financial condition and results of operations.
  • The healthcare industry is heavily regulated at the local, state and federal levels. Our failure to comply with regulatory requirements could create liability for us, result in adverse publicity and negatively affect our business.
  • Claims Processing and Transmission.
  • Regulation of Medical Devices.
  • Security and Privacy of Patient Information.
  • RISKS RELATED TO OUR BUSINESS
  • Our strategy to transition to a subscription-based recurring revenue model and continued modernization of our technology may adversely affect our near-term revenue growth and results of operations.
  • Competition with companies that have greater financial, technical and marketing resources than we have could result in a loss of clients and/or a lowering of prices for our products, causing a decrease in our revenues and/or market share.
The other 39 risks
  • We recently completed the acquisition of Viewgol, and we may engage in future acquisitions. Such strategic acquisitions may be expensive, time consuming, and subject to other inherent risks which may jeopardize our ability to realize anticipated benefits.
  • As we grow our global workforce, if we are unable to attract and retain qualified personnel, our business and operating results will suffer.
  • We periodically have restructured our sales force, which can be disruptive.
  • The markets for our Financial Health service offerings may develop more slowly than we expect.
  • If we are unable to manage our growth in the new markets we may enter, our business and financial results could suffer.
  • Our international business activities and processes expose us to numerous and often conflicting laws, regulations, policies, standards or other requirements, and to risks that could harm our business, financial condition and results of operations.
  • We face the risks and uncertainties that are associated with investigations and litigation against us, which may adversely impact our marketing, distract management and have a negative impact upon our business, results of operations and financial condition.
  • Our use of offshore labor resources could expose us to risks that could have a material adverse effect on our operating costs.
  • We utilize artificial intelligence, which could expose us to liability or adversely affect our business, especially if we are unable to compete effectively with others in adopting artificial intelligence.
  • We may not be successful in identifying and implementing any potential strategic alternatives in a timely manner, or at all, and the strategic review process and any strategic transactions that we may pursue could have negative consequences.
  • RISKS RELATED TO OUR PRODUCTS AND SERVICES
  • Our failure to develop new products or enhance current products in response to market demands could adversely impact our competitive position and require substantial capital resources to correct.
  • Our products assist clinical decision-making and related care by capturing, maintaining and reporting relevant patient data. If our products fail to provide accurate and timely information, our clients could assert claims against us that could result in substantial cost to us, harm our reputation in the industry and cause demand for our products to decline.
  • Breaches of security and viruses in our systems could result in client claims against us and harm to our reputation causing us to incur expenses and/or lose clients.
  • New products that we introduce or enhancements to our existing products may contain undetected errors or problems that could affect client satisfaction and cause a decrease in revenues.
  • We may not be successful in convincing customers to migrate to current or future releases of our products, which may lead to reduced services and maintenance revenues and less future business from existing customers.
  • Failure to maintain our margins and service rates for implementation services could have a material adverse effect on our operating performance and financial condition.
  • Services revenues carry lower gross margins than license revenues and an overall increase in services revenues as a percentage of total revenues could have an adverse impact on our business.
  • We may be subject to liability in the event we provide inaccurate claims data to payors.
  • We may experience liability claims arising out of the licensing of our software and provision of services.
  • We are dependent on our licenses of rights, products and services from third parties, disruptions of which may cause us to discontinue, delay or reduce product shipments.
  • Because we believe that proprietary rights are material to our success, misappropriation of these rights could limit our ability to compete effectively and adversely affect our financial condition.
  • If we are deemed to infringe on the intellectual property rights of third parties, we could incur unanticipated expense and be prevented from providing our products and services if we cannot obtain licenses to these rights on commercially acceptable terms.
  • Interruptions in our power supply and/or telecommunications capabilities could disrupt our operations, cause us to lose revenues and/or increase our expenses.
  • RISKS RELATED TO OUR INDEBTEDNESS
  • Volatility in and disruption to the global capital and credit markets and tightened lending standards may adversely affect our ability to access credit in the future, the cost of any credit obtained in the future, and the financial soundness of our clients and our business.
  • Our substantial indebtedness may adversely affect our available cash flow and our ability to operate our business, remain in compliance with debt covenants and make payments on our indebtedness.
  • Despite our current indebtedness levels, we and our subsidiaries may still be able to incur substantially more debt, which could exacerbate the risks associated with our substantial leverage.
  • To service our indebtedness, we will require a significant amount of cash. Our ability to generate cash depends on many factors beyond our control, and any failure to meet our debt service obligations could have a material adverse effect on our business, prospects, results of operations and financial condition.
  • The terms of the credit agreement governing our term loan facility and revolving credit facility may restrict our current and future operations, particularly our ability to respond to changes in our business or to take certain actions.
  • RISKS RELATED TO OUR COMMON STOCK AND OTHER GENERAL RISKS
  • We are subject to changes in and interpretations of financial accounting matters that govern the measurement of our performance, one or more of which could adversely affect our business, financial condition, cash flows, revenue and results of operations.
  • We may be required to record additional significant charges to earnings if our goodwill or intangible assets become impaired.
  • The unpredictability of our quarterly operating results may cause us to fail to meet revenues or earnings expectations which could cause the price of our common stock to fluctuate or decline.
  • Our common stock price has periodically experienced significant volatility, which could result in substantial losses for investors purchasing shares of our common stock and in litigation against us.
  • As a result of the inherent limitations in our internal control over financial reporting, misstatements due to error or fraud may occur and not be detected.
  • Most of our facilities are located in an area vulnerable to hurricanes and tropical storms, and the occurrence of a severe hurricane, similar storm or other natural disaster could cause damage to our facilities and equipment, which could require us to cease or limit our operations.
  • We are exposed to market risk related to interest rate changes.
  • Macroeconomic conditions could have a materially adverse impact on our business, financial condition, or results of operations.
  • We continue to have identified material weaknesses in our internal control over financial reporting. If we fail to remediate these material weaknesses and do not develop and maintain effective internal control over financial reporting, we may not be able to accurately report our financial results in a timely manner, which may adversely affect investor confidence in us and may adversely affect our business, financial condition and results of operations.
  • We do not anticipate paying any dividends on our common stock.
  • Actions of activist stockholders against us could be disruptive and costly. The possibility that activist stockholders may wage proxy contests or seek representation on our Board could cause uncertainty about the strategic direction of our business.

Legal proceedings

From time to time, the Company is involved in routine litigation that arises in the ordinary course of business. Management does not believe it is reasonably possible that such matters will have a material adverse effect on the Company’s financial statements.

On February 13, 2026, VG Sellers, Inc. (the "Seller") brought a civil action in the Delaware Chancery Court against the Company alleging breaches of the Securities Purchase Agreement (the "SPA") governing the Company’s acquisition of Viewgol, LLC in October 2023 (the "Viewgol Acquisition"). Among other claims, the Seller alleges that it is entitled to an additional payment of up to $31.5 million pursuant to the earnout provisions set forth in the SPA, based on the Seller's assertion that Viewgol, LLC achieved certain financial targets for the year ended December 31, 2024 (such payment, the "2024 Earnout Payment"). The Company believes that the Seller is not entitled to any portion of the 2024 Earnout Payment. On March 10, 2026, the Company filed its Answer to Seller’s Complaint and filed Counterclaims against Seller that, among other things, seek a declaration that Seller is not entitled to any portion of the 2024 Earnout Payment; assert a claim against the Seller’s former owners for breach of the SPA; and seek compensatory damages and other remedies as a result of wrongdoing by Seller and its former owners.

The opening of Item 3, Legal Proceedings.4

Sources

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  25. 25
  26. 26
  27. 27
  28. 28
  29. 29
  30. 30
  31. 31
  32. 32
  33. 33
  34. 34
  35. 35
  36. 36
  37. 37
  38. 38
  39. 39
  40. 40
  41. 41
  42. 42
  43. 43
  44. 44
  45. 45
  46. 46
  47. 47
  48. 48
  49. 49
  50. 50
  51. 51
  52. 52
  53. 53
  54. 54
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  57. 57
  58. 58
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  61. 61
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  63. 63
  64. 64
  65. 65
  66. 66
  67. 67
  68. 68
  69. 69
  70. 70
  71. 71
  72. 72
  73. 73
  74. 74
  75. 75
  76. 76
    SEC EDGAROther events
  77. 77
  78. 78
  79. 79
  80. 80
  81. 81
  82. 82
  83. 83
  84. 84
  85. 85
  86. 86
  87. 87
  88. 88
  89. 89
  90. 90
  91. 91
  92. 92
  93. 93
  94. 94
  95. 95
  96. 96
  97. 97
  98. 98
  99. 99
  100. 100