HARTE HANKS INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

(Amendment No.___)

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

HARTE HANKS, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

April 9, 2026

Dear Fellow Stockholders:

In 2025, we took meaningful actions to streamline our business and strengthen our foundation. We remained focused on margin expansion and disciplined capital allocation to enhance shareholder value. These actions delivered on our stated outlook and achieved positive EBITDA in 2025. As we move into 2026, our goal is to deepen our existing customer relationships to drive even more profitable growth and long-term value for shareholders. With this in mind, let’s review our performance in 2025 and discuss our strategic priorities for 2026.

A Year Ending with Meaningful Performance Improvements – With More Work to Do

Throughout 2025, we continued to make operational improvements while removing obstacles to growth. These initiatives have generated significant cost savings, avoided multi-million dollar losses that occurred in prior years, and created a more agile foundation for future success. Our team is engaged in a multi-year effort which we describe as “stabilize, streamline, and scale.”

On the cost side, our operating expenses have dropped meaningfully as efforts connected with Project Elevate, a comprehensive cost-cutting and efficiency program, took root. We have incorporated these learnings into everyday operations; We expect cost reductions on a lower scale to continue in 2026.

Our new engagements, demonstrated by the opening of our Greenville, South Carolina Customer Care facility with Samsung Electronics America Inc. as an anchor, exemplify the higher value partnerships we are targeting in which we can combine technology-enabled service delivery with a “more human” approach to customer experience. Our use of these new engagements as case studies have already yielded strong leads for additional areas of business from existing customers, and entirely new customers, which we believe will more than replace the typical attrition we see in our existing client base, and thus stabilize our revenue in the years to come.

Bottom line, we ended 2025 with $5.6 million in free cash and zero outstanding debt. After shoring up our financial future by inking an amended credit facility mid-year, we now have $24 million available for use. Net loss per share went from $4.15 per share in 2024 to $0.11 per share in 2025. And the last quarter of the year showed positive momentum – net income of $2.2 million rather than a comparable quarter loss of $2.4 million the year before and a third quarter of 2025 loss of $2.3 million. These achievements position Harte Hanks as a financially sound and agile company, ready to capitalize on its long-term growth strategies in 2026. With a positive story to tell, we expect to utilize conferences and social media to share more with the investment community about our financial performance and future prospects.

While we made significant operational progress last year, we know that we have to grow our revenues to succeed. Strengthening our sales execution, refining our go-to-market strategy, and driving consistent revenue growth are top priorities as we work to enhance financial performance and create long-term value for our owners.

Enhancing Our Business Model in 2026

Our goals in 2026 is to deepen our customer relationships to drive profitable growth and deliver superior long-term returns. Our decentralized sales model, adopted in 2024, has given our segment leaders in Fulfillment & Logistics, Marketing Services, and Customer Care direct responsibility for driving sales growth in their respective areas. This new structure has fostered greater accountability, sharper client focus, and stronger business expansion.

Looking ahead, we are prioritizing key innovations to better serve our clients. In 2026, we are focused on:

•Further Incorporating AIin our call center and marketing services to enhance efficiency and improve customer campaign effectiveness while maintaining the personal touch our customers expect.

•Modernizing our operations, including upgrades and new facilities with industry-leading technology to meet expanding pipeline opportunities and drive revenue growth.

A Commitment to Our Shareholders

Harte Hanks has undergone a significant transformation in recent years to evolve with shifting client demands and market forces. Our internal initiatives are designed to provide the flexibility, efficiency, and resilience necessary to drive sustainable, profitable growth. Having streamlined our operations and solidified our foundation, we are shifting from restructuring efforts to growth as we aggressively pursue value for our shareholders. 2025 was a turning point for Harte Hanks, and we are excited about the road ahead. Our focus remains on operational excellence, innovation, and customer-centric strategies that will enable us to thrive in a competitive marketplace.

We deeply appreciate your investment, patience, and trust as we continue executing our strategic vision. The Board of Directors and management team remain committed to driving growth, enhancing profitability, and delivering the results that our owners expect.

We look forward to sharing this journey with you in 2026 and beyond.

Sincerely,

John H. Griffin, Jr. David Fisher

Chairman of the Board President

HARTE HANKS, INC.1 Executive Drive, Suite 303Chelmsford, MA 01824

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS

To Be Held on May 21, 2026 at 2:00 p.m. (Eastern Daylight Time)

As a stockholder of Harte Hanks, Inc., a Delaware corporation (the “Company,” “our,” “we,” or “Harte Hanks”), you are hereby given notice of, and invited to attend the Company’s 2026 annual meeting of stockholders (the "Annual Meeting"), which will be held exclusively via a live audio webcast on Thursday, May 21, 2026, at 2:00 p.m. Eastern Daylight Time, for the following purposes:

The board of directors of Harte Hanks has fixed the close of business on March 26, 2026, as the record date for determining stockholders entitled to notice of and to vote at the Annual Meeting and, subject to applicable law and the provisions of our Bylaws, any adjournment or postponement thereof. Only holders of record as of such date will be entitled to attend virtually and vote at the Annual Meeting. For more information, please refer to the enclosed proxy statement. Stockholders may access the meeting by visiting www.virtualshareholdermeeting.com/HHS2026, and entering the 16-digit control number, located on your proxy card. The Annual Meeting will begin promptly at 2:00 p.m. eastern daylight time. We encourage you to access the meeting prior to the start time.

Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting to be Held on May 21, 2026.

The proxy statement and our Annual Report on Form 10-K (the “Annual Report”) for the fiscal year ended December 31, 2025 will be mailed on or about April 9, 2026. The proxy statement and our Annual Report are also available on our website at www.hartehanks.com, under the “SEC Filings” heading in the “Investor Relations” section of our website.

Your vote is important, and we urge you to review the accompanying materials carefully and to submit your proxy as soon as possible so that your shares will be represented at the Annual Meeting. Submitting a vote before the Annual Meeting will not preclude you from voting your shares at the virtual Annual Meeting should you decide to join the webcast.

Thank you for your continued interest and support.

By Order of the Board of Directors,

Jack Griffin

Chairman of the Board