株探米国株
英語
エドガーで原本を確認する
false 0001582982 0001582982 2025-11-10 2025-11-10 0001582982 CCLD:CommonStockParValue0.001PerShareMember 2025-11-10 2025-11-10 0001582982 CCLD:Sec8.75SeriesBCumulativeRedeemablePerpetualPreferredStockParValue0.001PerShareMember 2025-11-10 2025-11-10 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): November 10, 2025

 

 

CareCloud, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-36529   22-3832302

(State or other jurisdiction of

incorporation)

  (Commission
File Number)
  (IRS Employer
Identification No.)

 

7 Clyde Road, Somerset, New Jersey 08873
(Address of principal executive offices, zip code)

 

(732) 873-5133

(Registrant’s telephone number, including area code)

 

Not Applicable
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)  

Name of each exchange on which

registered

Common Stock, par value $0.001 per share   CCLD   Nasdaq Global Market
8.75% Series B Cumulative Redeemable Perpetual Preferred Stock, par value $0.001 per share   CCLDO   Nasdaq Global Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

Item 7.01 Regulation FD Disclosure

 

On November 10, 2025, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The information furnished pursuant to Item 7.01 of this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1 Press release dated November 10, 2025.
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

2

 

SIGNATURE(S)

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  CareCloud, Inc.
   
Date: November 10, 2025 By: /s/ Norman Roth
   

Norman Roth

    Interim Chief Financial Officer and Corporate Controller

 

3

 

 

EX-99.1 2 ex99-1.htm EX-99.1

 

Exhibit 99.1

 

 

CareCloud Announces Plan to Pay Double Monthly Dividends on its Series B Preferred Stock Beginning in January 2026

 

Plan Based on Growing Recurring Revenues and Margins; Double Dividends Expected to Continue until Series B Dividend Arrears are Fully Satisfied

 

SOMERSET, N.J., November 10, 2025 — CareCloud, Inc. (Nasdaq: CCLD, CCLDO) (“CareCloud” or the “Company”) today announced that its Board of Directors has adopted a formal plan (the “Plan”) to satisfy the 14 months of accumulated and unpaid dividends (i.e., those dividends that accumulated from November 2023 through December 2024) on its 8.75% Series B Cumulative Redeemable Perpetual Preferred Stock (“Series B Preferred Stock”) (Nasdaq: CCLDO). The Company is pleased to announce this Plan based on its successful turnaround and confidence related to its enhanced margins and growing recurring revenues and cashflow.

 

Under the Plan, CareCloud anticipates issuing double monthly dividend payments, consisting of one regular monthly dividend plus one additional payment related to the dividends in arrears, until all past due dividends are fully satisfied. The double payments are anticipated to commence with the January 2026 dividend, which has a record date of January 31, 2026 and is expected to be paid in mid-February 2026.

 

Arrears Catch-Up Program - Series B Preferred Stock

 

● Current Monthly Dividends: Fully reinstated in January 2025 and continuing without interruption.

● No Dilution to Common Shareholders: The Company plans to pay the dividends on the Series B Preferred Stock, through internally generated cash flow, without issuing any new shares of common stock.

● Arrears Outstanding: Fourteen monthly dividends accumulated between November 2023 and December 2024, totaling approximately $3.9 million or $2.55 of accumulated dividends per share of Series B Preferred Stock.

● Catch-Up Payments: Beginning in 2026, one regular dividend payment plus one additional catch-up dividend payment each month, until arrears are fully paid.

● Expected Completion: By the end of the first quarter of 2027.
● Security: 8.75% Series B Cumulative Redeemable Perpetual Preferred Stock.

 

“We sincerely thank our preferred shareholders for their support and patience during the period when dividend payments were temporarily suspended,” said Stephen Snyder, Co-CEO of CareCloud. “Today, CareCloud stands on a foundation of true financial strength. Over the past year, we have executed a disciplined turnaround, enhancing margins, stabilizing cash flow, growing recurring revenues, and elevating operational efficiency. This dividend catch-up plan reflects both our renewed stability and our unwavering commitment to fulfilling our obligations to shareholders.”

 

Norman Roth, Interim Chief Financial Officer, added, “We are now fully capable of maintaining regular monthly dividend payments while systematically addressing the arrears. The double-payment structure beginning in 2026 provides a responsible and transparent approach that fulfills our commitments to shareholders without compromising the Company’s growth trajectory.”

 

 

 

Dividends on the Series B Preferred Stock are cumulative and payable monthly on or about the 15th day of each month; provided that if any dividend payment date is not a business day, then the dividend may be paid on the next succeeding business day. Dividends are payable to holders of record on the applicable record date, which is the last day of the calendar month, whether or not a business day. As always, in the event of unforeseen circumstances, the Company reserves the right to adjust the timing of the dividend payments, including the catch-up payments anticipated under the Plan, consistent with the terms of the applicable Certificate of Designations, Preferences and Rights.

 

About CareCloud

 

CareCloud brings disciplined innovation to the business of healthcare. Our suite of AI and technology-enabled solutions helps clients increase financial and operational performance, streamline clinical workflows, and improve the patient experience. More than 40,000 providers count on CareCloud to help them improve patient care, while reducing administrative burdens and operating costs. Learn more about our products and services, including revenue cycle management (RCM), practice management (PM), electronic health records (EHR), business intelligence, patient experience management (PXM), and digital health, at carecloud.com.

 

Follow CareCloud on LinkedIn, X and Facebook.

 

For additional information, please visit our website at carecloud.com. To listen to video presentations by CareCloud’s management team, read recent press releases and view the latest investor presentation, please visit ir.carecloud.com.

 

Disclaimer

 

This press release is for information purposes only, and does not constitute an offer to sell or solicitation of an offer to buy, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction.

 

Forward-Looking Statements

 

This press release contains various forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements relate to anticipated future events, future results of operations or future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “might,” “will,” “shall,” “should,” “could”, “intends,” “expects,” “plans,” “goals,” “projects,” “anticipates,” “believes,” “seeks,” “estimates,” “predicts,” “possible,” “potential,” “target,” or “continue” or the negative of these terms or other comparable terminology.

 

 

 

Our operations involve risks and uncertainties, many of which are outside our control, and any one of which, or a combination of which, could materially affect our results of operations and whether the forward-looking statements ultimately prove to be correct. Forward-looking statements in this press release include, without limitation, statements reflecting management’s expectations for future financial performance and operating expenditures, payment of dividends, expected growth, profitability and business outlook, and the expected results from the integration of our acquisitions. Past operational or stock price performance is not an indication of future performance.

 

These forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are only predictions, are uncertain and involve substantial known and unknown risks, uncertainties and other factors which may cause our (or our industry’s) actual results, levels of activity or performance to be materially different from any future results, levels of activity or performance expressed or implied by these forward-looking statements. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all of the risks and uncertainties that could have an impact on the forward-looking statements, including without limitation, risks and uncertainties relating to the Company’s ability to manage growth, the Company’s ability to pay current, future and catch-up dividends on its shares of preferred stock, migrate newly acquired customers and retain new and existing customers, maintain cost-effective global operations, increase operational efficiency and reduce operating costs, predict and properly adjust to changes in reimbursement and other industry regulations and trends, retain the services of key personnel, develop new technologies, upgrade and adapt legacy and acquired technologies to work with evolving industry standards, compete with other companies’ products and services competitive with ours, and other important risks and uncertainties referenced and discussed under the heading titled “Risk Factors” in the Company’s filings with the Securities and Exchange Commission.

 

The statements in this press release are made as of the date of this press release, even if subsequently made available by the Company on its website or otherwise. The Company does not assume any obligations to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.

 

SOURCE: CareCloud

 

Company Contact:

Norman Roth

Interim Chief Financial Officer and Corporate Controller

CareCloud, Inc.

nroth@carecloud.com

 

Investor Contact:

 

Stephen Snyder

Co-Chief Executive Officer

CareCloud, Inc.

ir@carecloud.com