8-K - Capstone Holding Corp. | StockGist

Current Report Details

Event Type

Asset Acquisition+3 More

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

. Entry into a Material Definitive Agreement. On December 1, 2025, Capstone Holding Corp. (the “ Company ”) closed the acquisition (the “ Acquisition ”) of Fras

Material Agreement

$458.8K$6.2M$4.4M$1.00

Source Document

2.01

. 1 Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in I

Asset Acquisition

2.03

. Item 8.01. Other Events. On December 2, 2025, the Company issued a press release announcing the Company’s acquisition of Canadian Stone Industries. A copy of

Financing

9.01

. Financial Statements and Exhibits. (a) Financial statements of businesses acquired. The financial statements required by this item will be filed by amendment

Exhibits Only

$1.6M$2.0M

Source Document

Exhibits (8)

10.1

SUBORDINATED PROMISSORY NOTE IN THE PRINCIPAL AMOUNT OF $1,600,000, ISSUED BY INSTONE CANADA CORP

10.2

SUBORDINATED PROMISSORY NOTE IN THE PRINCIPAL AMOUNT OF $2,000,000, ISSUED BY INSTONE CANADA CORP

10.3

GUARANTY AGREEMENT, DATED DECEMBER 1, 2025, BY AND BETWEEN CAPSTONE HOLDING CORP. AND JEFFERY LEACH

10.4

EARN-OUT AGREEMENT, DATED DECEMBER 1, 2025, BY AND BETWEEN INSTONE CANADA CORP., DREAM FAMILY HOLDINGS LTD, ROBERT JAHNSEN, THE JEFFERY LEECH FAMILY TRUST, JEFFERY LEECH, WENDY CHIAVACCI, MICHAEL SIEMENS

2.1

ASSET PURCHASE AGREEMENT, DATED NOVEMBER 30, 2025, BY AND BETWEEN TOTALSTONE, LLC, CONTINENTAL STONE INDUSTRIES INC. AND JEFFERY LEECH

2.2

SHARE PURCHASE AGREEMENT, DATED DECEMBER 1, 2025, BY AND BETWEEN INSTONE CANADA CORP., DREAM FAMILY HOLDINGS LTD, ROBERT JAHNSEN, THE JEFFERY LEECH FAMILY TRUST, JEFFERY LEECH, WENDY CHIAVACCI, MICHAEL SIEMENS, NATHAN THOMPSON, CURT TRIERWEILER

8-K

CURRENT REPORT

99.1

PRESS RELEASE, DATED DECEMBER 2, 2025