Capstone pays $88,700 consent fee to insider Nectarine for FCHI acquisition; extends revolver to June 2026

Capstone Holding Corp.

Nectarine Management, owned by four directors including CEO Matthew Lipman, receives ~$88,700 consent fee (2% of $4.44M cash paid) for FCHI acquisition closed Dec 1, 2025.
Up to $50,000 in legal fees reimbursed to Nectarine; additional payments of ~$52,650 and up to ~$43,900 contingent on promissory note and earn-out.
TotalStone's $8.3M revolver with Berkshire Bank extended to June 19, 2026.
Payments to individual directors: Toporek & Lipman each ~$29,940; Strout ~$17,740; Holliman ~$8,870.
Shareholders (excluding Nectarine affiliates) approved the letter agreement at Nov 18 annual meeting.

item 1.01 item 5.02 item 8.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.4

Capstone Holding Corp. entered into Nectarine Letter Agreement with Nectarine Management LLC.

Action: entry
Counterparty: Nectarine Management LLC

Exact text from the filing

o vote on a proposal to approve possible future payments to Nectarine Management LLC (“Nectarine”). Nectarine is owned by Michael Toporek, Matthew E.

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291 material agreements filed in the last 30 days. Browse all material agreements →

Capstone Holding Corp. filing history →

Source: SEC EDGAR

accession 0001213900-25-126128

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