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Star Equity Holdings, Inc.

For the period ended Dec 31, 2025. Filed Mar 20, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 20, 2026

STRR$9.01-1.2%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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EXHIBIT INDEX

ExhibitNumberExhibit Description
(2.1)Agreement and Plan of Merger, dated as of May 21, 2025, by and among Hudson Global, Inc., HSON Merger Sub, Inc. and Star Equity Holdings, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K dated May 21, 2025).
(3.1)Amended and Restated Certificate of Incorporation of Hudson Global, Inc. (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K dated June 15, 2015 (File No. 0-50129)).
(3.2)Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Hudson Global, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018 (File No. 001-38704)).
(3.3)Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Hudson Global, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K dated June 10, 2019 (File No. 001-38704)).
(3.4)Certificate of Amendment to the Amended and Restated Certificate of Incorporation, as Amended, of Hudson Global, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K dated September 4, 2025 (File No. 001-38704)).
(3.5)Certificate of Designations of the Board of Directors Establishing the Series and Fixing the Relative Rights and Preferences of Series A Junior Participating Preferred Stock (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K dated February 2, 2005 (File No. 0-50129)).
(3.6)Certificate of Designation of Series B Junior Participating Preferred Stock of Hudson Global, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K dated October 15, 2018 (File No. 0-50129)).
(3.7)Certificate of Designations, Rights, and Preferences of 10.0% Series A Cumulative Perpetual Preferred Stock of Hudson Global, Inc. (incorporated by reference to Exhibit 4.2 to the Company’s Registration Statement on Form S-4 dated July 3, 2025 (File No. 333-288531)).
(3.8)Amended and Restated By-laws of Hudson Global, Inc. (incorporated by reference to Exhibit 3.4 to the Company’s Current Report on Form 8-K dated June 15, 2015 (File No. 0-50129)).
(3.9)Amendment to the Amended and Restated Bylaws of Star Equity Holdings, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K dated December 11, 2025).
(4.1)**Description of Registered Securities.
(4.2)Rights Agreement, dated as of October 15, 2018, by and between Hudson Global, Inc. and Computershare Trust Company, N.A., as Rights Agent (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated October 15, 2018 (File No. 0-50129)).
(4.3)First Amendment to Rights Agreement, dated as of September 28, 2021, by and between Hudson Global, Inc. and Computershare Trust Company, N.A. (incorporated by reference to Exhibit 4.1 of the Company’s Form 8-K filed with the SEC on September 29, 2021).
(4.4)Second Amendment to Rights Agreement, dated as of June 18, 2024, by and between Hudson Global, Inc. and Computershare Trust Company, N.A. (incorporated by reference to Exhibit 4.1 of the Company’s Form 8-K filed with the SEC on June 21, 2024).
(10.1)*Management Incentive Plan of Hudson Talent Solutions, LLC, dated as of November 13, 2025 (incorporated by reference to Exhibit 10.2 of the Company’s Form 10-Q filed with the SEC on November 14, 2025).
(10.2)*Hudson Global, Inc. 2009 Incentive Stock and Awards Plan, as Amended and Restated (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated May 20, 2022 (File No. 001-38704)).
(10.3)*Form of Hudson Global, Inc. 2009 Incentive Stock and Awards Plan Stock Option Agreement (New Non-Employee Directors) (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated October 2, 2015 (File No. 0-50129)).
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(10.4)*Form of Hudson Global, Inc. 2009 Incentive Stock and Awards Plan Restricted Stock Award Agreement (Executive Officers and Global Leadership Team) for awards made on or after November 6, 2015. (incorporated by reference to Exhibit 10.10 to the Company’s Annual Report on Form 10-K dated March 3, 2016 (File No. 0-50129)).
(10.5)*Form of Hudson Global, Inc. 2009 Incentive Stock and Awards Plan Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q dated April 28, 2016 (File No. 0-50129)).
(10.6)*Summary of Hudson Global, Inc. Compensation for Non-employee Members of the Board of Directors (incorporated by reference to Exhibit 10.13 to the Company’s Annual Report on Form 10-K dated March 3, 2016 (File No. 0-50129)).
(10.7)*Hudson Global, Inc. Amended and Restated Director Deferred Share Plan (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012 (File No. 0-50129)).
(10.8)Purchase and Sale Agreement of ADT Texas, dated as of December 16, 2025 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated December 17, 2025).
(10.9)Purchase and Sale Agreement of ADT Utah, dated as of December 16, 2025 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated December 17, 2025).
(10.10)Purchase and Sale Agreement of ADT Wyoming, dated as of December 16, 2025 (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated December 17, 2025 (File No. 001-38704)).
(10.11)Amended and Restated Executive Employment Agreement, dated as of December 8, 2025, between Star Equity Holdings, Inc. and Jeffrey E. Eberwein (incorporated by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K dated December 9, 2025).
(10.12)Securities Exchange Agreement, dated as of December 8, 2025, between Star Equity Holdings, Inc. and Jeffrey E. Eberwein (incorporated by reference to Exhibit 99.2 to the Company’s Current Report on Form 8-K dated December 9, 2025).
(10.13)Amended and Restated Executive Employment Agreement, dated as of December 31, 2025, between Star Equity Holdings, Inc. and Richard K. Coleman, Jr. (incorporated by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K dated January 5, 2026).
(10.14)Amended and Restated Executive Employment Agreement, dated as of November 13, 2025, between Hudson Talent Solutions, LLC and Jacob Zabkowicz (incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q filed with the SEC on November 14, 2025).
(10.15)Extension and Modification Agreement, dated January 31, 2020, by and among EdgeBuilder, Inc., Glenbrook Building Supply, Inc. and Premier Bank (incorporated by reference to Exhibit 10.3 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on February 6, 2020).
(10.16)Form of Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.3 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on January 25, 2022).
(10.17)Warrant Agent Agreement, dated January 10, 2022, between Star Equity Holdings, Inc. and American Stock Transfer & Trust Company, LLC (incorporated by reference to Exhibit 4.4 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on January 25, 2022).
(10.18)Revolving Credit Loan Agreement and Promissory Note by and between Glenbrook Building Supply, Inc. EdgeBuilder, Inc., and Premier Bank (incorporated by reference to Exhibit 10.1 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on August 22, 2023).
(10.19)Share Exchange Agreement, dated as of August 9, 2024, by and among Star Equity Holdings, Inc. and Enservco Corporation (incorporated by reference to Exhibit 10.1 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on August 12, 2024).
(10.20)Note Purchase Agreement, dated as of August 9, 2024, by and among Star Equity Holdings, Inc. and Enservco Corporation (incorporated by reference to Exhibit 10.2 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on August 12, 2024).
(10.21)Promissory Note, dated as of August 9, 2024, by and among Star Equity Holdings, Inc. and Enservco Corporation (incorporated by reference to Exhibit 10.3 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on August 12, 2024).
(10.22)Registration Rights Agreement, dated as of August 9, 2024, by and among Star Equity Holdings, Inc. and Enservco Corporation (incorporated by reference to Exhibit 10.4 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on August 12, 2024).
(10.23)Promissory Note Secured By Mortgage dated June 28, 2024, by and among Timber Technologies, LLC and 106 Bremer Ave, LLC (incorporated by reference to Exhibit 10.1 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on July 3, 2024).
(10.24)Mortgage dated June 28, 2024, by and among Timber Technologies, LLC and 106 Bremer Ave, LLC (incorporated by reference to Exhibit 10.2 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on July 3, 2024).
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(10.25)Commercial Single-Tenant Triple Net Lease, dated as of May 6, 2024, by and between Star Equity Holdings, Inc., MAG Capital Partners Acquisition LLC and its investors, and Park Street Maine Industrial, LLC (incorporated by reference to Exhibit 10.71 to the Star Operating Companies, Inc. Annual Report on Form 10-K dated March 21, 2025).
(10.26)Commercial Single-Tenant Triple Net Lease, dated as of May 6, 2024, by and between Star Equity Holdings, Inc. and Big Lake Industrial 2024, LLC (incorporated by reference to Exhibit 10.72 to the Star Operating Companies, Inc. Annual Report on Form 10-K dated March 21, 2025).
(10.27)Lease Agreement, dated June 28, 2024, by and between Timber Technologies Solutions, Inc. and 106 Bremer Ave, LLC (incorporated by reference to Exhibit 10.73 to the Star Operating Companies, Inc. Annual Report on Form 10-K dated March 21, 2025).
(10.28)Loan Agreement, dated May 17, 2024, by and between Star Equity Holdings, Inc. and Bridgewater Bank (incorporated by reference to Exhibit 10.2 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on May 20, 2024).
(10.29)Term Promissory Note, dated May 17, 2024, by and between Timber Technologies Solutions, Inc. and Bridgewater Bank (incorporated by reference to Exhibit 10.3 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on May 20, 2024).
(10.30)Guaranty, dated May 17, 2024, by Star Equity Holdings, Inc in favor of Bridgewater Bank (incorporated by reference to Exhibit 10.4 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on May 20, 2024).
(10.31)Loan and Security Agreement, dated as of April 24, 2024, by and between KBS Builders, Inc. and Keybank National Association (incorporated by reference to Exhibit 10.1 to the Star Operating Companies, Inc. Current Report on Form 8-K filed with the Commission on April 26, 2024).
(10.32)Guaranty, dated April 24, 2024, by Star Equity Holdings, Inc. and Keybank National Association (incorporated by reference to Exhibit 10.2 to the Star Operating Companies, Inc. Current Report on Form 8-K dated April 26, 2024 (File No. 001-35947).
(10.33)Lease Agreement, dated December 31, 2024, by and between Pine St Industrial Partners, LLC, TenNine Holdings, LLC and Edgebuilder, Inc. (incorporated by reference to Exhibit 10.82 to the Star Operating Companies, Inc. Annual Report on Form 10-K dated March 21, 2025).
(10.34)**Promissory Note, dated May 4, 2023 by and between Star Equity Holdings, Inc. and TTG Holdings, LLC.
(10.35)Agreement and Plan of Merger, by and among Star Equity Holdings, Inc., Alliance Transaction Inc., Alliance Drilling Solutions, Inc., ADT Parent, LLC, Alliance Drilling Tools, LLC, The Sellers Named Herein, and Bruce McGovern, et. al., dated as of March 3, 2025 (incorporated by reference to Exhibit 10.1 to Star Equity Holdings, Inc.’s Current Report on Form 8-K dated March 4, 2025).
(10.36)Loan and Security Agreement, by and among Austin Financial Services, LLC and Alliance Drilling Tools, LLC, dated as of March 3, 2025 (incorporated by reference to Exhibit 10.2 to Star Equity Holdings, Inc.’s Current Report on Form 8-K dated March 4, 2025).
(10.37)**Lease Agreement, dated February 26, 2026, by and between Alliance Drilling Tools, LLC and Pasture Drive Holdings, LLC.
(10.38)Form of Hudson Global, Inc. 2009 Incentive Stock and Awards Plan Restricted Stock Unit Award Agreement, as amended (incorporated by reference to the Company’s Report on Form S-4 dated July 3, 2025 (File No. 333-288531)).
(14.1)**Star Equity Holdings, Inc. Code of Business Conduct and Ethics, adopted February 18, 2004, most recently revised January 1, 2026.
(19)**Star Equity Holdings, Inc. Insider Trading Policy, most recently revised March 13, 2026.
(21)**Subsidiaries of Star Equity Holdings, Inc.
(23.1)**Consent of Wolf & Company, P.C.
(31.1)**Certification by the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act.
(31.2)**Certification by the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act.
(32.1)***Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350.
(32.2)***Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350.
(97.1)**Star Equity Holdings, Inc. Incentive-Based Compensation Clawback Policy, dated November 29, 2023, updated March 13, 2026.
(101)The following materials from the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 are filed herewith, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Statements of Operations for the years ended December 31, 2025 and 2024, (ii) the Consolidated Statements of Comprehensive Income for the years ended December 31, 2025 and 2024, (iii) the Consolidated Balance Sheets as of December 31, 2025 and 2024, (iv) the Consolidated Statements of Cash Flows for the years ended December 31, 2025 and 2024, (v) the Consolidated Statement of Stockholders’ Equity for the years ended December 31, 2025 and 2024, and (vi) Notes to Consolidated Financial Statements.
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*A management contract or compensatory plan or arrangement.
**Filed herewith.
***Furnished, not filed.
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