UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ___________________________________________ FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Year Ended December 31, 2025 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 000-22345 SHORE BANCSHARES, INC. (Exact name of registrant as specified in its charter) | Maryland | | 52-1974638 | | --- | --- | --- | | (State or oth ...

Gaia Reports Fourth Quarter and Full Year 2025 Results BOULDER, CO – March 2, 2026 - Gaia, Inc. (NASDAQ: GAIA), a conscious media and community company, reported financial results for the fourth quarter and full year ended December 31, 2025. Highlights: Kiersten Medvedich, Gaia's CEO, commented: "Q4 demonstrates the momentum we are building through AI- driven engagement and a sharper focus on direct member relationships, strengthening the foundation for sustainable growth towards profitability." Ms. Medvedi ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________________to _______________________ 209 Troy Street, Tupelo, Mississippi 38804-4827 (Address of principal executive offices) (Zip Code) (662) 680-1001 (Registran ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 __________________________________ FORM 10-K __________________________________ x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from________to________ Commission file number: 001-40193 __________________________________ ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K _______________________________________________ FOR ANNUALAND TRANSITION REPORTS PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition perio ...

Corporate Structure and Governance - BGC Group, Inc. completed its Corporate Conversion on July 1, 2023, transitioning to a Full C-Corporation structure to improve transparency and reduce operational complexity[46]. - The Corporate Conversion terminated the BGC Holdings Limited Partnership Agreement, allowing former stockholders to participate in the economics of BGC businesses through BGC Group[182]. - The organizational structure of BGC Group as of December 31, 2025, reflects the consolidation of various subsidiaries and interests[178]. - The company is operated through two partnerships: BGC U.S. OpCo for U.S. businesses and BGC Global OpCo for non-U.S. businesses[186]. - The Lutnick Family Voting Agreement prohibits the transfer of securities without the consent of a Majority of the Family Branches[175]. - The Lutnick Family Voting Agreement became effective on October 6, 2025, governing the voting and transfer of securities among family members[171]. - Mr. Howard Lutnick divested his interests in Cantor, CFGM, and the Company effective February 18, 2025, in compliance with U.S. government ethics rules[170]. - Following the divestiture, Mr. Brandon Lutnick beneficially owned 2.0 million shares of Class A common stock and 109.4 million shares of Class B common stock, representing 75.2% of the total voting power of the outstanding common stock[176]. Financial Performance and Revenue - As of December 31, 2025, BGC had 2,510 brokers, salespeople, managers, and other front-office personnel across its businesses[35]. - Fenics, BGC's technology-driven business, represented 21.7% and 22.4% of total revenues during Q4 and the year ended December 31, 2025, respectively[51]. - For the year ended December 31, 2025, the top ten customers accounted for approximately 23.6% of total revenue, with the largest customer contributing about 4.0%[67]. - In fiscal year 2025, the company earned approximately 22.6% of its revenues in the first quarter, with first quarter revenues representing about 25.6% of total revenues when excluding the acquisition of OTC Global[91]. - Average revenue per front-office employee increased by 16.4% to $1.2 million from $1.0 million for the year ended December 31, 2025[134]. - As of December 31, 2025, the company's total indebtedness was $1,775.7 million, which may adversely affect its ability to raise additional capital and maintain favorable credit ratings[214]. - The company’s public long-term credit ratings as of December 31, 2025, were BBB- from Fitch Ratings and S&P Global Ratings, with stable outlooks[224]. Acquisitions and Growth Strategy - BGC's acquisition of OTC Global in April 2025 established the company as the world's largest energy, commodities, and shipping broker by revenue as of December 31, 2025[59]. - The acquisition of Sage in October 2024 expanded BGC's energy brokerage services in the U.S. and supported global growth efforts across ECS[58]. - BGC has expanded its ECS business through strategic acquisitions, including Trident in February 2023, which specializes in environmental products[56]. - The company is exploring new business initiatives, mergers, and acquisitions to strengthen its market position and develop new products[202]. - Future growth will depend on the availability of suitable transactional candidates at favorable prices and terms, which may not always be accessible[205]. - Future acquisitions may require significant cash resources and could lead to an increase in the company's level of indebtedness[225]. - The company may face competition for acquisition targets, potentially leading to higher acquisition prices and limiting growth opportunities[203]. Regulatory Environment - The SEC adopted Regulation SE under the Exchange Act on November 2, 2023, which requires entities meeting the definition of a SBSEF to file an application to register with the SEC within 180 days of the effective date[100]. - The SEC adopted final rules on December 13, 2023, regarding central clearing of certain secondary market transactions, which may impact liquidity and costs for market participants[102]. - The company’s U.S. broker-dealer subsidiaries are subject to both scheduled and unscheduled examinations by the SEC and FINRA, which may affect operational compliance costs[94]. - The implementation of Basel III and upcoming Basel IV standards may restrict the ability of large bank and broker-dealer customers to operate proprietary trading businesses, necessitating additional capital[111]. - The company has subsidiaries regulated by the FCA in the U.K., which has increased compliance costs and financial penalties for non-compliance due to the SMCR[108]. - The MiFID II regulations have significantly impacted trading venues and transparency requirements in the EU, affecting the company's derivatives and fixed income execution business[113]. - The Digital Operational Resilience Act (DORA) will become effective on January 17, 2025, establishing a risk management framework for the EU financial sector[119]. - The FCA introduced the "Consumer Duty" in July 2023 to enhance the protection of retail consumers in financial markets[118]. - The company is in compliance with the EMIR Refit reporting enhancements, which require significant changes to trade and transaction reporting systems[115]. Technology and Innovation - BGC's Fenics Markets includes fully electronic brokerage products and services, contributing to the company's higher-margin revenue streams[55]. - The company provides a range of trade lifecycle services, including market data and analytics, with a focus on recurring and compounding revenue bases reported within the Fenics business[62]. - The company has electronic connections to major clearinghouses, including DTCC and CLS Group, and plans to expand these connections as more products become centrally cleared[75]. - The proprietary trading platforms support a wide range of products, including U.S. Treasuries and OTC interest rate derivatives, with services delivered over a global private network[73]. - The company’s technology and intellectual property rights are considered critical, with ongoing efforts to file additional patent applications to protect innovations[80]. - The company relies on trade secret, contract, patent, copyright, and trademark law to protect its intellectual property rights[228]. - Patent applications are regularly filed to protect inventions from research and development, with ongoing applications worldwide[228]. - Protecting intellectual property rights is costly and time-consuming, potentially affecting business operations[228]. - Unauthorized use of intellectual property could increase business costs and negatively impact operating results[229]. - The validity and enforceability of patents, copyrights, and trademarks cannot be guaranteed, and all patents eventually expire[229]. - Some foreign jurisdictions may not provide the same level of intellectual property protection as the U.S.[229]. - The company may use third-party software licensed under "open source" licenses, which could restrict product use or distribution[229]. - Significant impairment of intellectual property rights could harm the company's competitive position[229]. Employee and Workplace Initiatives - The company has invested significantly in human capital resources through acquisitions and hiring, focusing on attracting skilled brokers and technologists[132]. - Approximately 99.4% of the company's employee base was comprised of full-time employees as of December 31, 2025[131]. - The company aims to issue at least $75 million in shares of BGC Class A or B common stock in connection with certain acquisition transactions prior to July 1, 2030[169]. - The company has adopted a flexible hybrid work approach for non-revenue generating roles, enhancing employee retention and satisfaction[140]. - The company provides various employee assistance programs and mental health consultation avenues to support employee wellness[140]. - The company emphasizes equity-based compensation to align interests with shareholders and motivate employees, fostering a collaborative culture[141]. Market Risks and Challenges - The company faces risks from global economic conditions, including fluctuating interest rates and geopolitical uncertainties, which may impact trading volumes and profitability[193]. - Lower transaction volumes in financial markets generally lead to reduced revenues and adversely affect profitability[196]. - Changes in monetary policy and interest rates may significantly impact the company's business and financial condition[197]. - The company may encounter significant management challenges in integrating new acquisitions and managing growth effectively[207]. - Regulatory and operational risks associated with launching new initiatives could impact timelines and require significant capital[202]. - The company may face challenges in meeting its clearing margin requirements, which could impact its ability to respond to growth opportunities[220]. - A future rise in interest rates could increase the company's cost of funds, adversely affecting net income[217]. - The company may not have sufficient funds to repurchase its senior notes upon a change of control triggering event, which could result in an event of default[226]. - The company has experienced significant price fluctuations in cryptocurrency markets, which could lead to material adverse effects on its business and financial condition[212]. - The company has limited offerings linked to cryptocurrencies, which may expose it to regulatory and financial risks[210]. - The company's Revolving Credit Agreement contains covenants that could impose operational and financial restrictions, potentially limiting its flexibility[221]. - The company is considering further cost reduction programs, which may entail up-front expenses and could negatively impact results of operations[209].

| UNITED STATES | | --- | | SECURITIES AND EXCHANGE COMMISSION | | Washington, D.C. 20549 | | FORM 10-K | | FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTION 13 OR 15(d) | | OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) | | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☒ | | For the fiscal year ended December 31, 2025 | | OR | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ | | For the transition period from to | | C ...

Commission File Number 0-10661 _____________________ Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-K _____________________ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2025 (Exact name of Registrant as specified in its charter) _____________________ California 94-2792841 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 63 Constit ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2025 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from __________ to __________ Commission File Number: 001-38352 ADT Inc. (Exact name of registrant as specified in its charter) Delaware 47-4116383 (State or other juri ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended December 31, 2025 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from _______________ to _________________ Commission File No. 001-35791 Northfield Bancorp, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdictio ...