Home / Going-concern warnings / GIFTIFY, INC.
Filed 2025-11-10 路 Form 10-Q 路 Accession 0001493152-25-021421 nano
Price before filing: $1.1 (2025-11-07 close, split/dividend-adjusted)
Market cap at flag: $35.2M (2025-11-10) 路 Latest: $23.6M (2026-10-16)
| Window | GIFT | SPY | vs SPY | |
|---|---|---|---|---|
| 30 days | -5.5% | +2.5% | -7.9% | 2025-12-10 |
| 90 days | -11.4% | +3.7% | -15.1% | 2026-02-09 |
| 180 days | -19.8% | +10.8% | -30.6% | 2026-05-11 |
Return from the last close before the filing date to the first close on/after the window end. Pending windows have not fully elapsed. Past performance says nothing certain about the future.
90 days before the flag: 1 insider sold $3K (3 sales); 2 insiders bought $26K (5 purchases)
30 days after: 1 insider sold $1K (1 sale)
| Date | Insider | Type | Shares | Price | Value | 10b5-1 plan | Source |
|---|---|---|---|---|---|---|---|
| 2025-08-15 | Handy Steve CFO | Purchase | 1,281 | $1.05 | $1K | no | Form 4/A |
| 2025-08-18 | Handy Steve CFO | Purchase | 120 | $1.06 | $127 | no | Form 4/A |
| 2025-08-21 | Handy Steve CFO | Purchase | 18,664 | $1.06 | $20K | no | Form 4 |
| 2025-08-21 | Thakker Ketan CEO, Director | Purchase | 1,000 | $1.08 | $1K | no | Form 4 |
| 2025-08-22 | Handy Steve CFO | Purchase | 3,136 | $1.06 | $3K | no | Form 4 |
| 2025-09-08 | Miller Timothy William Vice President, Sales | Sale | 1,000 | $1.05 | $1K | no | Form 4 |
| 2025-10-06 | Miller Timothy William Vice President, Sales | Sale | 1,000 | $1.05 | $1K | no | Form 4 |
| 2025-11-06 | Miller Timothy William Vice President, Sales | Sale | 1,000 | $1.04 | $1K | no | Form 4 |
| 2025-11-10: red flag filed | |||||||
| 2025-12-08 | Miller Timothy William Vice President, Sales | Sale | 1,000 | $1.11 | $1K | no | Form 4 |
Open-market purchases and sales (Form 4 codes P and S) by officers, directors and 10% owners, by transaction date, from 2025-08-12 to 2025-12-10. Excludes option exercises, grants, gifts and tax withholding. Amended filings replace the originals; joint filings count once. Foreign private issuers do not file Form 4. Many insider sales are pre-scheduled (10b5-1 plans) and are not by themselves a sign of wrongdoing.
"These factors raise substantial doubt about the Company's ability to continue as a going concern within one year of the date that the financial statements are issued."
Quoted from the filing. Source
The filing states that substantial doubt exists about the company's ability to continue as a going concern: it may not have enough cash to last the next 12 months. Expect dilution, debt deals or worse. An auditor's going-concern paragraph is the strongest form of this warning.
Source: management disclosure in Form 10-Q (period 2025-09-30)
Why this score: quarterly (unaudited) disclosure
Read the original filing on SEC.gov →
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