American Shared Hospital Services filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits

false 0000744825 0000744825 2026-04-20 2026-04-20

 

FORM 8-K 

 

 

Date of report (Date of earliest event reported): April 20, 2026

 

(Exact Name of Registrant as Specified in Its Charter)

 

 

Registrant’s telephone number, including area code: (415) 788-5300 

 

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:

 

 

 

 

 

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

 

 

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.          ☐

 

 

 

On April 20, 2026, Gary Delanois, Chief Executive Officer (“CEO”) of American Shared Hospital Services (the “Company”) resigned from his position as CEO of the Company for personal reasons, effective April 24, 2026.

 

On April 23, 2026, the board of directors of the Company (the “Board”) appointed Craig K. Tagawa, President of the Company, to serve as the Company’s interim CEO (the “Interim CEO”), effective April 27, 2026. In addition to serving as the Interim CEO, Mr. Tagawa will continue serving as the Company’s President.

 

Mr. Tagawa has served as the Company’s President since October 1, 2020. He joined the Company in September 1988 and has held various positions with the Company since then, including Chief Operating Officer from February 1999 through September 2022 and from April 2024 through October 2024, and Chief Financial Officer from January 1992 through October 1995 and from May 1996 to April 2023. Other biographical information, a summary of other business experience, and any other information required to be disclosed with respect to Mr. Tagawa under Item 401 of Regulation S-K was included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, which the Company filed with the Securities and Exchange Commission on March 31, 2026.

 

There are no family relationships between Mr. Tagawa and any of the directors and other executive officers of the Company, and there are no transactions in which Mr. Tagawa has an interest requiring disclosure under Item 404(a) of Regulation S-K.

 

In connection with Mr. Tagawa’s appointment to the position of Interim CEO, his assumption of additional responsibilities associated with such role, and his continued service as President of the Company, the Board approved an increase in Mr. Tagawa’s base salary from $265,000 to $325,000, effective as of April 27, 2026, and an increase in his target performance bonus for 2026 under the Company’s variable compensation plan from 40% of his base salary to 50% of his base salary.

 

 

(d) Exhibits.

 

 

 

 

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.