8-K
Mastech Digital, Inc. (MHH)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): August 13, 2025
MASTECH DIGITAL, INC.
(Exact Name of Registrant as Specified in Its Charter)
| Pennsylvania | 001-34099 | 26-2753540 |
|---|---|---|
| (State or Other Jurisdiction<br> <br>of Incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
| 1305 Cherrington Parkway, Suite 400 | ||
| --- | ||
| Moon Township, PA 15108 | ||
| (Address of Principal Executive Offices) (Zip Code) |
(412) 787-2100
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(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<br> <br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Common Stock, par value $.01 per share | MHH | NYSE American |
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 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 August 13, 2025, Mastech Digital, Inc. (the “Company”) issued a press release (the “Press Release”) announcing its financial results for the second quarter ended June 30, 2025. A copy of the Press Release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Item 2.02 and in Exhibit 99.1 shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, 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 a filing.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
| Exhibit<br> <br>No. | Description |
|---|---|
| 99.1 | Press Release issued by Mastech Digital, Inc. on August 13, 2025. |
| 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.
| MASTECH DIGITAL, INC. | |
|---|---|
| By: | /s/ Kannan Sugantharaman |
| Name: | Kannan Sugantharaman |
| Title: | Chief Financial Officer |
August 13, 2025
EX-99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE:
Mastech Digital Reports 2% Sequential Revenue Growth for the Second Quarter of 2025
Consolidated Gross Profits increased by 7% over the First Quarter of 2025
PITTSBURGH, PA – August **13, 2025—**Mastech Digital, Inc. (NYSE American: MHH), a leading provider of Digital Transformation IT Services, announced today its financial results for the second quarter ended June 30, 2025.
Second Quarter 2025 Highlights:
| • | Total consolidated revenues increased by 2% to $49.1 million, compared to revenues of $48.3 million in<br>the first quarter of 2025; |
|---|---|
| • | Consolidated gross margins increased by 147-basis points, compared to the<br>gross margins achieved in the first quarter of 2025; |
| --- | --- |
| • | The Company’s Data and Analytics Services segment reported increased gross margins of 116-basis points compared to its gross margins in the first quarter of 2025; |
| --- | --- |
| • | The IT Staffing Services segment achieved a 3% increase in its revenues during the second quarter of 2025,<br>compared to its revenues during the first quarter of 2025; |
| --- | --- |
| • | GAAP diluted earnings (loss) per share was $0.01 in the second quarter of 2025, compared to $0.12 in the second<br>quarter of 2024 and ($0.12) in the first quarter of 2025. Results for first quarter of 2025 included $1.4 million of severance expense, while the second quarter of 2025 included $0.9 million of combined severance and Finance &<br>Accounting transition costs. There were no comparable during the second quarter of 2024; and |
| --- | --- |
| • | Non-GAAP diluted earnings per share was $0.15 in the second quarter of<br>2025, compared to $0.19 in the second quarter of 2024 and $0.06 in the first quarter of 2025. |
| --- | --- |
Second Quarter Results:
Revenues for the second quarter of 2025 totaled $49.1 million, compared to $49.5 million during the corresponding quarter of 2024. Gross profits in the second quarter of 2025 were $13.8 million, compared to $14.0 million in the corresponding quarter of 2024. Gross margin was 28.1% in the second quarter of 2025, compared to 28.2% in the second quarter of 2024. GAAP net income for the second quarter of 2025 totaled $0.1 million or $0.01 per diluted share, compared to a net income of $1.4 million, or $0.12 per diluted share, during the same period of 2024. Non-GAAP net income for the second quarter of 2025 totaled $1.8 million, or $0.15 per diluted share, compared to $2.2 million, or $0.19 per diluted share, in the second quarter of 2024.
In the IT Staffing Services segment, revenue quality was enhanced through higher bill rates and increased margins, which was primarily driven by disciplined pricing and focused execution. Our sharpened focus on our top 10 client accounts, particularly in the Banking and Financial Services sector, has helped deepen engagement with these clients and reinforce our positioning in strategic client portfolios. While client activity remained below prior-year levels, consistent with the trends we are seeing in the broader market, we believe the Company’s ability to expand margins and maintain pricing strength underscores the resilience of our delivery model and our ability to create value for clients in a measured demand environment.
Activity levels in the Company’s Data and Analytics Services segment were softer during the second quarter when compared to the first quarter of 2025, with order bookings totaling $5.8 million. This performance reflects slower client decision-making cycles and a cautious approach to discretionary spending, consistent with trends we are seeing in the macroeconomic environment. While near-term visibility remains limited, the Company remains confident in the long-term demand drivers underpinning this segment.
Nirav Patel, the Company’s President and Chief Executive Officer, stated: “The second quarter of 2025 reflected ongoing measured client activity and cautious decision-making, though we are beginning to see early signs of stabilization in the broader environment. I’m pleased with our resilient performance in the first half of the year, marked by continued year-over-year growth in both revenue and gross margins. As we look ahead, we continue preparing the organization for long-term growth while positioning Mastech Digital as a trusted partner for enterprises to reimagine themselves and transition into AI-first organizations.”
Commenting on the Company’s financial position, Kannan Sugantharaman, Mastech Digital’s Chief Financial and Operations Officer, stated: “On June 30, 2025, we had $27.9 million of cash balances on hand, no bank debt, and borrowing availability of $22.2 million under our revolving credit facility. Our Days Sales Outstanding (DSO) measurement stood at 53-days on June 30, 2025, which is well within our targeted range.”
About Mastech Digital, Inc.:
Mastech Digital (NYSE American: MHH) is a leading provider of Digital Transformation IT Services. The Company offers Data Management and Analytics Solutions, Digital Learning, and IT Staffing Services with a Digital First approach. A minority-owned enterprise, Mastech Digital is headquartered in Pittsburgh, PA, with offices across the U.S., Canada, Europe, and India.
Use ofNon-GAAP Measures:
This press release contains non-GAAP financial measures to supplement our financial results presented on a GAAP basis. The presentation of these financial measures is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. Investors are cautioned that there are material limitations associated with the use of non-GAAP financial measures as an analytical tool. Reconciliations of these non-GAAP measures to their comparable GAAP measures are included in the attached financial tables.
We believe that providing non-GAAP net income and non-GAAP diluted earnings per share offers investors useful supplemental information about the financial performance of our business, enables comparison of financial results between periods where certain items may vary independent of business performance, and allows for greater transparency with respect to key metrics used by management in operating our business. Additionally, management uses these non-GAAP financial measures in evaluating the Company’s performance.
Specifically, the non-GAAP financial measures contained herein exclude the following expense items:
Amortization of acquiredintangible assets: We amortize intangible assets acquired in connection with our June 2015 acquisition of Hudson IT, our July 2017 acquisition of the services division of InfoTrellis, Inc. and our October 2020 acquisition of AmberLeaf Partners. We exclude these amortization expenses in our non-GAAP financial measures because we believe it allows investors to make more meaningful comparisons between our operating results and those of other companies within our industry and facilitates a helpful comparison of our results with other periods.
Stock-based compensation expenses: We incur material recurring expenses related to non-cash, stock-based compensation. We exclude these expenses from our non-GAAP financial measures because we believe that it provides investors with meaningful supplemental information regarding operational performance. In particular, because of varying available valuation methodologies, subjective assumptions, and the variety of award types that companies can use under ASC 718, we believe that providing non-GAAP financial measures that exclude these expenses allows investors to make more meaningful comparisons between our operating results and those of other companies within our industry and facilitate comparisons of our results with other periods.
Severance charges: From time to time, we incur severance expenses related to the termination by the Company of leadership and other key personnel. We believe that providing non-GAAP financial measures that exclude these expenses allows investors to make more meaningful comparisons between our operating results and those of other companies within our industry and facilitates comparison of our results with other periods.
**Finance and accounting transition expense:**During the first quarter of 2025, the Company’s Board of Directors made the decision to implement a long-term cost-cutting initiative to transition the Company’s finance and accounting functions to India. During 2025, the Company expects to incur additional costs related to the duplication of resources and travel expenses during the training and knowledge transfer process. Additionally, the Company expects to pay severance expense related to this initiative. The Company estimates total transition and severance expenses to approximate $2.0 million. Post-transition cost savings are expected to approximate $1.2 million per annum. We believe that providing non-GAAP financial measures that exclude these expenses allows investors to make more meaningful comparisons between our operating results and those of other companies within our industry and facilitates comparison of our results with other periods.
Forward-Looking Statements:
Certain statements contained in this release are forward-looking statements based on management’s expectations, estimates, projections, and assumptions. Words such as “expects,” “anticipates,” “plans,” “believes,” “scheduled,” “estimates” and variations of these words and similar expressions are intended to identify forward-looking statements, which include but are not limited to projections of and statements regarding the Company’s ability to generate revenues, earnings, and cash flow. These statements are based on information currently available to the Company and it assumes no obligation to update the forward-looking statements as circumstances change. These statements are not guarantees of future performance and involve certain risks and uncertainties, which are difficult to predict. Therefore, actual future results and trends may differ materially from what is forecasted in forward-looking statements due to a variety of factors, including, without limitation, the level of market demand for the Company’s services, the highly competitive market for the types of services offered by the Company, the impact of competitive factors on profit margins, market and general economic conditions that could cause the Company’s customers to reduce their spending for its services, the Company’s ability to create, acquire and build new lines of business, to attract and retain qualified personnel, reduce costs and conserve cash, the Company’s strategies, initiatives and expectations concerning its operations and operating results, the extent to which the Company’s business is adversely affected by the impacts of the COVID-19 pandemic or any other health epidemics or other outbreaks that disrupt day-to-day activities and other risks that are described in more detail in the Company’s filings with the Securities and Exchange Commission, including its Form 10-K for the year ended December 31, 2024.
#
For more information, contact:
Liz Morgan, +1 972-896-1771, liz@mastechdigital.com
Mastech Digital, Inc.
MASTECH DIGITAL, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)
(Unaudited)
| December 31,2024 | |||||
|---|---|---|---|---|---|
| ASSETS | |||||
| Current assets: | |||||
| Cash and cash equivalents | 27,933 | $ | 27,742 | ||
| Accounts receivable, net | 30,505 | 31,443 | |||
| Prepaid and other current assets | 7,221 | 7,020 | |||
| Total current assets | 65,659 | 66,205 | |||
| Equipment, enterprise software and leasehold improvements, net | 1,793 | 1,998 | |||
| Operating lease<br>right-of-use assets, net | 3,192 | 3,832 | |||
| Deferred income taxes | 1,674 | 1,298 | |||
| Deferred financing costs, net | 142 | 189 | |||
| Deferred compensation, net | 1,250 | — | |||
| Non-current deposits | 463 | 444 | |||
| Goodwill, net of impairment | 27,210 | 27,210 | |||
| Intangible assets, net of amortization | 9,009 | 10,308 | |||
| Total assets | 110,392 | **** | $ | 111,484 | **** |
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||
| Current liabilities: | |||||
| Accounts payable | 3,564 | $ | 4,683 | ||
| Current portion of operating lease liability | 1,313 | 1,265 | |||
| Accrued payroll and related costs | 13,693 | 13,750 | |||
| Other accrued liabilities | 1,148 | 879 | |||
| Total current liabilities | 19,718 | 20,577 | |||
| Long-term liabilities: | |||||
| Long-term operating lease liability, less current portion | 1,825 | 2,486 | |||
| Long-term severance liability | 1,039 | 987 | |||
| Total liabilities | 22,582 | 24,050 | |||
| Shareholders’ equity: | |||||
| Common stock, par value 0.01 per share | 135 | 135 | |||
| Additional paid-in capital | 40,064 | 38,277 | |||
| Retained earnings | 54,513 | 55,817 | |||
| Accumulated other comprehensive income (loss) | (1,903 | ) | (1,910 | ) | |
| Treasury stock, at cost | (4,999 | ) | (4,885 | ) | |
| Total shareholders’ equity | 87,810 | 87,434 | |||
| Total liabilities and shareholders’ equity | 110,392 | **** | $ | 111,484 | **** |
All values are in US Dollars.
MASTECH DIGITAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands, except per share data)
(Unaudited)
| Three Months ended June 30, | Six Months ended June 30, | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | ||||||
| Revenues | $ | 49,097 | $ | 49,534 | $ | 97,414 | $ | 96,357 | |
| Cost of revenues | 35,277 | 35,554 | 70,702 | 70,246 | |||||
| Gross profit | 13,820 | 13,980 | 26,712 | 26,111 | |||||
| Selling, general and administrative expenses | 13,793 | 12,287 | 28,538 | 24,824 | |||||
| Income (loss) from operations | 27 | 1,693 | (1,826 | ) | 1,287 | ||||
| Other income/(expense), net | 183 | 116 | 274 | 240 | |||||
| Income (loss) before income taxes | 210 | 1,809 | (1,552 | ) | 1,527 | ||||
| Income tax expense (benefit) | 75 | 418 | (248 | ) | 297 | ||||
| Net income (loss) | $ | 135 | $ | 1,391 | $ | (1,304 | ) | $ | 1,230 |
| Earnings (loss) per share: | |||||||||
| Basic | $ | 0.01 | $ | 0.12 | $ | (0.11 | ) | $ | 0.11 |
| Diluted | $ | 0.01 | $ | 0.12 | $ | (0.11 | ) | $ | 0.10 |
| Weighted average common shares outstanding: | |||||||||
| Basic | 11,767 | 11,652 | 11,760 | 11,633 | |||||
| Diluted | 11,964 | 11,922 | 11,760 | 11,915 |
MASTECH DIGITAL, INC.
RECONCILIATION OF GAAP MEASURES TO NON-GAAP MEASURES
(Amounts in thousands, except per share data)
(Unaudited)
| Three Months ended June 30, | Six Months ended June 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||||||
| GAAP Net Income (Loss) | $ | 135 | **** | $ | 1,391 | **** | $ | (1,304 | ) | $ | 1,230 | **** |
| Adjustments: | ||||||||||||
| Amortization of acquired intangible assets | 649 | 693 | 1,299 | 1,386 | ||||||||
| Stock-based compensation | 714 | 461 | 1,609 | 1,011 | ||||||||
| Severance expense | 232 | — | 1,641 | — | ||||||||
| Finance and accounting transition expense | 688 | — | 688 | — | ||||||||
| Income tax adjustments | (588 | ) | (296 | ) | (1,347 | ) | (615 | ) | ||||
| Non-GAAP Net Income | $ | 1,830 | **** | $ | 2,249 | **** | $ | 2,586 | **** | $ | 3,012 | **** |
| GAAP Diluted Earnings (Loss) Per Share | $ | 0.01 | **** | $ | 0.12 | **** | $ | (0.11 | ) | $ | 0.10 | **** |
| Non-GAAP Diluted Earnings Per Share | $ | 0.15 | **** | $ | 0.19 | **** | $ | 0.21 | **** | $ | 0.25 | **** |
| Weighted average common shares outstanding: | ||||||||||||
| GAAP Diluted Shares | **** | 11,964 | **** | **** | 11,922 | **** | **** | 11,760 | **** | **** | 11,915 | **** |
| Non-GAAP Diluted Shares | **** | 11,964 | **** | **** | 11,922 | **** | **** | 12,084 | **** | **** | 11,915 | **** |
MASTECH DIGITAL, INC.
SUPPLEMENTAL FINANCIAL INFORMATION
(Amounts in thousands)
(Unaudited)
| Three Months ended June 30, | Six Months ended June 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||||||
| Revenues: | ||||||||||||
| Data and analytics services | $ | 8,589 | $ | 8,876 | $ | 17,549 | $ | 16,943 | ||||
| IT staffing services | 40,508 | 40,658 | 79,865 | 79,414 | ||||||||
| Total revenues | $ | 49,097 | **** | $ | 49,534 | **** | $ | 97,414 | **** | $ | 96,357 | **** |
| Gross Margin %: | ||||||||||||
| Data and analytics services | 45.2 | % | 49.2 | % | 44.6 | % | 47.9 | % | ||||
| IT staffing services | 24.5 | % | 23.6 | % | 23.6 | % | 22.7 | % | ||||
| Total gross margin % | **** | 28.1 | % | **** | 28.2 | % | **** | 27.4 | % | **** | 27.1 | % |
| Segment Operating Income (Loss): | ||||||||||||
| Data and analytics services | $ | (154 | ) | $ | 744 | $ | (282 | ) | $ | 290 | ||
| IT staffing services | 1,750 | 1,642 | 2,084 | 2,383 | ||||||||
| Subtotal | 1,596 | 2,386 | 1,802 | 2,673 | ||||||||
| Amortization of acquired intangible assets | (649 | ) | (693 | ) | (1,299 | ) | (1,386 | ) | ||||
| Severance expense | (232 | ) | — | (1,641 | ) | — | ||||||
| Finance and accounting transition expense | (688 | ) | — | (688 | ) | — | ||||||
| Interest income and other, net | 183 | 116 | 274 | 240 | ||||||||
| Income (loss) before income taxes | $ | 210 | **** | $ | 1,809 | **** | $ | (1,552 | ) | $ | 1,527 | **** |