{"url_path":"/sec/tact/10-k/2026/item-15","section_key":"item-15","section_title":"Item 15 Exhibits and Financial Statement Schedules.","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-03-12","source_url":"https://www.sec.gov/Archives/edgar/data/1017303/0001140361-26-009238-index.html","accession_number":"0001140361-26-009238","cik":"0001017303","ticker":"TACT","issuer_name":"TRANSACT TECHNOLOGIES INC","edgar_url":"https://www.sec.gov/Archives/edgar/data/1017303/0001140361-26-009238-index.html","primary_entity_key":"0001017303","primary_entity_name":"TRANSACT TECHNOLOGIES INC"},"word_count":2106,"has_tables":true,"body_markdown":"Item 15. Exhibits and Financial Statement Schedules.\n\n(a)\n\nThe following documents are filed as part of this Form 10-K:\n\n1.\n\nFinancial Statements.\n\nReports of Independent Registered Public Accounting Firms\n\nConsolidated Balance Sheets as of December 31, 2025 and 2024\n\nConsolidated Statements of Operations for the years ended December 31, 2025 and 2024\n\nConsolidated Statements of Comprehensive Loss for the years ended December 31, 2025 and 2024\n\nConsolidated Statements of Changes in Shareholders’ Equity for the years ended December 31, 2025 and 2024\n\nConsolidated Statements of Cash Flows for the years ended December 31, 2025 and 2024\n\nNotes to Consolidated Financial Statements\n\n2.\n\nSchedules.\n\nAll schedules are omitted because they are either inapplicable or not required, or because the information required therein is included in the Consolidated\nFinancial Statements and Notes thereto.\n\n3.\n\nExhibits\n\nExhibit Index\n\n[3.1(a)](https://www.sec.gov/Archives/edgar/data/1017303/000114036122030288/exhibit3-2.htm)\n\nCertificate of Incorporation of TransAct Technologies Incorporated (conformed copy) (incorporated by reference to Exhibit 3.2 of the Company’s\nQuarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on August 18, 2022).\n\n[3.1(b)](https://www.sec.gov/Archives/edgar/data/1017303/0000914039-99-000055.txt)\n\nCertificate of Designation, Series A Preferred Stock, filed with the\nSecretary of State of Delaware on December 2, 1997 (incorporated by reference to Exhibit C of the Form of Amended and Restated Rights Agreement, dated as of February 16, 1999, between TransAct Technologies Incorporated and American\nStock Transfer & Trust Company filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on February 18, 1999).\n\n[3.1(c)](https://www.sec.gov/Archives/edgar/data/1017303/000091403900000221/0000914039-00-000221.txt)\n\nCertificate of Designation, Series B Preferred Stock, filed with the Secretary of State of Delaware on April 6, 2000 (incorporated by reference to\nExhibit 3.1(c) of the Company’s Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on May 8, 2000).\n\n[3.2](ef20064326_ex3-2.htm)*\n\nAmended and Restated By-Laws of TransAct Technologies Incorporated (as of February 25, 2026).\n\n[4.1](https://www.sec.gov/Archives/edgar/data/1017303/0000950135-96-003298.txt)\n\nSpecimen Common Stock Certificate (incorporated by reference to Exhibit 4.1 of the Company’s Registration Statement on Form S-1/A (No. 333-06895)\nfiled with the SEC on August 1, 1996).\n\n[4.2](https://www.sec.gov/Archives/edgar/data/1017303/000114036124013040/ef20015290_4-2.htm)\n\nDescription of Securities (incorporated by reference to Exhibit 4.2 of the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with\nthe SEC on March 13, 2024).\n\n[10.1](https://www.sec.gov/Archives/edgar/data/1017303/000095012305006988/y09630exv99w1.txt)(x)\n\n2005 Equity Incentive Plan (incorporated by reference to Exhibit 99.1 of the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed\nwith the SEC on June 1, 2005).\n\n[10.2](https://www.sec.gov/Archives/edgar/data/1017303/000101730314000027/exhibit10-01.htm)(x)\n\nTransAct Technologies Incorporated 2014 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form\n8-K (SEC File No. 000-21121) filed with the SEC on May 19, 2014).\n\n[10.3](https://www.sec.gov/Archives/edgar/data/1017303/000101730317000052/exhibit101.htm)(x)\n\nAmendment to 2014 Equity Incentive Plan approved by Shareholders on May 22, 2017 (incorporated by reference to Exhibit 10.1 of the Company’s\nQuarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on August 9, 2017).\n\n[10.4](https://www.sec.gov/Archives/edgar/data/1017303/000101730320000024/def14aproxy.htm)(x)\n\nTransAct Technologies Incorporated 2014 Equity Incentive Plan, as Amended and Restated in 2020 (incorporated by reference to Exhibit I to the\nDefinitive Proxy Statement on Schedule 14A filed with the Commission on April 23, 2020, File No. 000-21121).\n\n[10.5](https://www.sec.gov/Archives/edgar/data/1017303/000121465923005753/tat412231proxy.htm)(x)\n\nTransAct Technologies Incorporated 2014 Equity Incentive Plan, as Amended and Restated in 2023 (incorporated by reference to Exhibit I to the\nDefinitive Proxy Statement on Schedule 14A filed with the Commission on April 21, 2023, File No. 000-21121).\n\n[10.6](https://www.sec.gov/Archives/edgar/data/1017303/000101730316000100/exhibit102.htm)(x)\n\n2014 Equity Incentive Plan Time-based Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report\non Form 10-Q (SEC File No. 000-21121) filed with the SEC on May 6, 2016).\n\n[10.7](https://www.sec.gov/Archives/edgar/data/1017303/000101730316000112/exhibit101.htm)(x)\n\n2014 Equity Incentive Plan Performance-based Restricted Stock Unit Agreement (incorporated by reference to Exhibit 10.1 of the Company’s Quarterly\nReport on Form 10-Q (SEC File No. 000-211121) filed with the SEC on August 8, 2016).\n\n[10.8](https://www.sec.gov/Archives/edgar/data/1017303/000101730314000027/exhibit10-02.htm)(x)\n\n2014 Equity Incentive Plan Non-statutory Stock Option Agreement (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form\n8-K (SEC File No. 000-21121) filed with the SEC on May 19, 2014).\n\n[10.10](https://www.sec.gov/Archives/edgar/data/1017303/000114036123024738/exhibit10-4.htm)(x)\n\nSeverance Agreement by and between TransAct Technologies Incorporated and Brent Richtsmeier, dated as of January 1, 2021 (incorporated by reference\nto Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on May 15, 2023).\n\n[10.11](https://www.sec.gov/Archives/edgar/data/1017303/000114036125010065/ef20039038_ex10-11.htm)(x)\n\nSeverance Agreement by and between TransAct and Tracey S. Winslow, dated as of December 22, 2023 (incorporated by reference to Exhibit 10.11 to the\nCompany’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 24, 2025).\n\n[10.12](https://www.sec.gov/Archives/edgar/data/1017303/000114036125010065/ef20039038_ex10-12.htm)(x)\n\nSeverance Agreement by and between TransAct and William J. DeFrances, dated as of August 3, 2022 (incorporated by reference to Exhibit 10.12 to the\nCompany’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 24, 2025).\n\n31\n\n[Index](#INDEX)\n\n[10.13](https://www.sec.gov/Archives/edgar/data/1017303/000121465924016184/ex10_1.htm)(x)\n\nExecutive Employment Agreement by and between TransAct Technologies Incorporated and John M. Dillon, dated as of September 4, 2024 (incorporated by\nreference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on September 6, 2024).\n\n[10.14](https://www.sec.gov/Archives/edgar/data/1017303/000121465924016184/ex10_2.htm)(x)\n\nExecutive Employment Agreement by and between TransAct Technologies Incorporated and Steven A. DeMartino, dated as of September 4, 2024\n(incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on September 6, 2024).\n\n[10.15](https://www.sec.gov/Archives/edgar/data/1017303/000114036124013040/ef20015290_ex10-16.htm)\n\nLease Agreement between Bomax Properties, LLC and TransAct, dated July 18, 2001 (incorporated by reference to Exhibit 10.16 to the Company’s Annual\nReport on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 13, 2024).\n\n[10.16](https://www.sec.gov/Archives/edgar/data/1017303/000101730312000026/exhibit1016.htm)\n\nAmendment No. 1 to Lease Agreement between Bomax Properties, LLC and TransAct, dated May 8, 2012 (incorporated by reference to Exhibit 10.16 of the\nCompany’s Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on May 10, 2012).\n\n[10.17](https://www.sec.gov/Archives/edgar/data/1017303/000101730316000085/exhibit1013.htm)\n\nAmendment No. 2 to Lease Agreement between Bomax Properties, LLC and TransAct, dated January 14, 2016 (incorporated by reference to Exhibit 10.13\nof the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 11, 2016).\n\n[10.18](https://www.sec.gov/Archives/edgar/data/1017303/000101730320000006/exhibit101.htm)\n\nAmendment No. 3 to Lease Agreement between Bomax Properties, LLC and TransAct, dated February 29, 2020 (incorporated by reference to Exhibit 10.1\nto the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on March 4, 2020).\n\n[10.19](https://www.sec.gov/Archives/edgar/data/1017303/000114036125010065/ef20039038_ex10-19.htm)\n\nAmendment No. 4 to Lease Agreement between Bomax Properties, LLC and TransAct, dated July 15, 2022 (incorporated by reference to Exhibit 10.19 to\nthe Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 24, 2025).\n\n[10.20](https://www.sec.gov/Archives/edgar/data/1017303/000114036124036631/ef20031129_ex10-1.htm)\n\nAmendment No. 5 to Lease Agreement between Bomax Properties, LLC and TransAct, dated May 31, 2024 (incorporated by reference to Exhibit 10.1 to the\nCompany’s Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on August 9, 2024).\n\n[10.21](https://www.sec.gov/Archives/edgar/data/1017303/000095012307003917/y31948exv10w14.txt)\n\nLease Agreement by and between 2319 Hamden Center I, L.L.C. and TransAct dated November 27, 2006 (incorporated by reference to Exhibit 10.14 of the\nCompany’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 15, 2007).\n\n[10.22](https://www.sec.gov/Archives/edgar/data/1017303/000101730317000014/exhibit1020.htm)\n\nFirst Amendment to Lease by and between 2319 Hamden Center I, L.L.C. and TransAct dated January 3, 2017 (incorporated by reference to Exhibit 10.20\nof the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 16, 2017).\n\n[10.23](https://www.sec.gov/Archives/edgar/data/1017303/000101730321000042/exhbit101.htm)\n\nSecond Amendment to Lease by and between 2319 Hamden Center I, L.L.C. and TransAct Technologies dated April 30, 2021 (incorporated by reference to\nExhibit 10.1 of the Company’s Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on May 13, 2021).\n\n[10.24](https://www.sec.gov/Archives/edgar/data/1017303/000121465925016104/ex10_1.htm)\n\nThird Amendment to Lease, dated as of November 3, 2025, by and between One Hamden Center, LLC and TransAct Technologies Incorporated (incorporated\nby reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on November 7, 2025).\n\n[10.25](https://www.sec.gov/Archives/edgar/data/1017303/000101730320000037/exhibit102.htm)\n\nLoan and Security Agreement, dated as of March 13, 2020, among Siena Lending Group LLC, TransAct Technologies Incorporated and the other Loan\nParties from time to time party thereto (incorporated by reference to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q (SEC File No. 000-21121) filed with the SEC on May 22, 2020).\n\n[10.26](https://www.sec.gov/Archives/edgar/data/1017303/000101730321000061/exihibit991.htm)\n\nAmendment No. 1 To Loan and Security Agreement, dated as of July 21, 2021, among Siena Lending Group and TransAct Technologies Incorporated\n(incorporated by reference to Exhibit 99.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on July 26, 2021)\n\n[10.27](https://www.sec.gov/Archives/edgar/data/1017303/000121465922009128/ex10_1.htm)\n\nAmendment No. 2 To Loan and Security Agreement, dated as of July 19, 2022, between Siena Lending Group LLC and TransAct Technologies Incorporated\n(incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on July 25, 2022).\n\n[10.28](https://www.sec.gov/Archives/edgar/data/1017303/000121465923006506/ex10_1.htm)\n\nLetter Amendment, dated May 1, 2023 (Amendment No. 3), to Loan and Security Agreement between Siena Lending Group LLC and TransAct Technologies\nIncorporated (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on May 4, 2023).\n\n[10.29](https://www.sec.gov/Archives/edgar/data/1017303/000121465924019481/ex10_1.htm)\n\nAmendment No. 4 To Loan and Security Agreement, dated as of November 20, 2024, between Siena Lending Group LLC and TransAct Technologies\nIncorporated (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on November 21,2024).\n\n[10.30](https://www.sec.gov/Archives/edgar/data/1017303/000121465924019481/ex10_2.htm)\n\nSecond Amended and Restated Fee Letter, dated as of November 20, 2024, between Siena Lending Group LLC and TransAct Technologies Incorporated\n(incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on November 21, 2024).\n\n[10.31](https://www.sec.gov/Archives/edgar/data/1017303/000101730321000020/ex10_24.htm)†\n\nMaster License Agreement dated February 22, 2019 and amendments thereto (incorporated by reference to Exhibit 10.24 to the Company’s Annual Report\non Form 10-K (SEC File No. 000-21121) filed with the SEC on March 12, 2021).\n\n[10.32](https://www.sec.gov/Archives/edgar/data/1017303/000101730321000020/ex10_25.htm)†\n\nMaster Development and License Agreement dated July 20, 2018 (incorporated by reference to Exhibit 10.25 to the Company’s Annual Report on Form 10-K\n(SEC File No. 000-21121) filed with the SEC on March 12, 2021).\n\n[10.33](https://www.sec.gov/Archives/edgar/data/1017303/000121465926001731/ex10_1.htm)\n\nLease Agreement by and between  Constantino Noval Nevada 3, LLC and Transact Technologies Incorporated, dated February 9, 2026 (incorporated by\nreference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on February 13, 2026).\n\n[10.34](https://www.sec.gov/Archives/edgar/data/1017303/000121465925011612/ex10_1.htm)†\n\nSource Code Purchase and Perpetual License Agreement, dated as of August 5, 2025 by and between TransAct Technologies Incorporated and Avery Dennison\nCorporation (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (SEC File No. 000-21121) filed with the SEC on August 6, 2025).\n\n[19](ef20064326_ex19.htm)*\n\nTransAct Technologies Incorporated Insider Trading Policy.\n\n32\n\n[Index](#INDEX)\n\n[21](https://www.sec.gov/Archives/edgar/data/1017303/000101730321000020/ex21.htm)\n\nSubsidiaries of the Company (incorporated by reference to Exhibit 21 to the Company’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with\nthe SEC on March 12, 2021).\n\n[23.1](ef20064326_ex23-1.htm)*\n\nConsent of CBIZ CPAs P.C.\n\n[23.2](ef20064326_ex23-2.htm)*\n\nConsent of Marcum LLP.\n\n[31.1](ef20064326_ex31-1.htm)*\n\nRule 13a-14(a) Certification of Chief Executive Officer in accordance with Section 302 of the Sarbanes-Oxley Act of 2002.\n\n[31.2](ef20064326_ex31-2.htm)*\n\nRule 13a-14(a) Certification of Chief Financial Officer in accordance with Section 302 of the Sarbanes-Oxley Act of 2002.\n\n[32](ef20064326_ex32.htm)‡\n\nCertification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the\nSarbanes-Oxley Act of 2002.\n\n[97](https://www.sec.gov/Archives/edgar/data/1017303/000114036124013040/ef20015290_ex97.htm)\n\nTransAct Technologies Incorporated Clawback Policy in the Event of a Financial Restatement (incorporated by reference to Exhibit 97 to the\nCompany’s Annual Report on Form 10-K (SEC File No. 000-21121) filed with the SEC on March 13, 2024).\n\n101.INS\n\nInline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the\nInline XBRL document).\n\n101.SCH\n\nInline XBRL Taxonomy Extension Schema Document.\n\n101.CAL\n\nInline XBRL Taxonomy Extension Calculation Linkbase Document.\n\n101.DEF\n\nInline XBRL Taxonomy Extension Definition Linkbase Document.\n\n101.LAB\n\nInline XBRL Taxonomy Extension Label Linkbase Document.\n\n101.PRE\n\nInline XBRL Taxonomy Extension Presentation Linkbase Document.\n\n104\n\nCover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).\n\n(x)\n\nManagement contract or compensatory plan or arrangement.\n\n*\n\nThese exhibits are filed herewith.\n\n†\n\nCertain portions of this exhibit (indicated by “[***]”) have been omitted pursuant to Item (601)(b)(10) of Regulation S-K.\n\n‡\n\nThese exhibits are furnished herewith\n\n(b)\n\nExhibits.\n\nThe Exhibits required by Item 601 of Regulation S-K under the Exchange Act are included in the Exhibit Index above under a(3) of this Item 15.\n\n(c)\n\nFinancial Statement Schedules.\n\nSee the Notes to the Consolidated Financial Statements included in this Form 10-K."}