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Mastech Digital, Inc.

For the period ended Sep 30, 2025. Filed Nov 13, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 13, 2025

MHH$6.31-0.9%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-13.

0001193125-25-179470

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther Information

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-13.

0001193125-25-279079

Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther Information

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 13 previous paragraphs and 10 current paragraphs.

4 unchanged; 3 reworded; 3 added; 5 removed; 1 previous and 0 current paragraphs rearranged.

Tables are not compared: 5 previous and 1 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (3)

Current report

ITEM 1A. RISK FACTORS

Current report

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Current report

ITEM 5. OTHER INFORMATION
Removed paragraphs (5)

Previous report

Plan and may suspend or terminate the

Previous report

Plan at any time.
Reworded paragraphs (3)

Previous wording

Plan. Future repurchases may be made in the open market, through privately negotiated transactions, through block purchases or other purchase techniques, or by any combination of such methods, The Company has no obligation to repurchase any shares of Common Stock under the

Current wording

On February 8, 2023, the Company announced that the Board of Directors authorized a share repurchase program of up to 500,000 shares of Common Stock over a two-year period. Repurchases under the program may occur from time to time in the open market, through privately negotiated transactions, through block purchases or other purchase techniques (including Rule 10b5-1 programs), or by any combination of such methods, and the program may be modified, suspended or terminated at any time at the discretion of the Board of Directors. During the three months ended September 30, 2025, the Company purchased 138,500 shares through a block purchase at an average price of $7.64 per share. On February 19, 2025, the Company announced that the Board of Directors had authorized an extension of its previously announced share repurchase program for an additional year through February 8, 2026. The Company did not repurchase any shares of its Common Stock during the quarter ended September 30, 2025, other than through this publicly announced share repurchase program.

Previous wording

of our directors or officers (as defined in Exchange Act Rule 16a-1(f)) informed us of the adoption, modification or termination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408.

Current wording

During the fiscal quarter ended September 30, 2025, none of our directors or officers (as defined in Exchange Act Rule 16a-1(f)) informed us of theadoption, modification ortermination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408.

Previous wording

On June 9, 2025, the Company entered into a Rule 10b5-1 and Rule 10b-18 Repurchase Plan (the “10b5-1 Plan”) under our share repurchase program. The 10b5-1 Plan is intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c) and authorizes the purchase of up to 406,568 shares of our Common Stock. The 10b5-1 Plan expires on February 8, 2026 if not otherwise terminated or amended. During the three months ended June 30, 2025, we did not purchase any shares of our Common Stock under the

Current wording

On June 9, 2025, the Company entered into a Rule 10b5-1 and Rule 10b-18 Repurchase Plan (the “10b5-1 Plan”) under our share repurchase program and, on September 15, 2025, the Company elected to terminate this 10b5-1 Plan in accordance with its terms. The 10b5-1 Plan was intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c) and authorized the purchase of up to 406,568 shares of our Common Stock. During the three months ended September 30, 2025, we purchased 53,612 shares of our Common Stock under the 10b5-1 Plan for an average price of $7.80 per share.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

During the fiscal quarter ended June 30, 2025, none