Information Services Group Inc. 10-Q

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS ​ Dividend Program ​ On October 31, 2025, the Board approved a fourth-quarter dividend of $0.045 per share, payable on December 19, 2025, to shareholders of record as of December 5, 2025. The dividends are accounted for as a decrease to Stockholders’ Equity. All future dividends will be subject to the Board’s approval. ​ Issuer Purchases of Equity Securities ​ On August 1, 2023, the Board approved a new stock repurchase plan authorizing the Company to repurchase an aggregate of $25 million in shares of the Company’s common stock, which took effect upon the completion of the Company’s previous repurchase program that was exhausted in the quarter ended March 31, 2024. The Company had approximately $8.2 million of capacity available under its current share repurchase program as of September 30, 2025. The shares may be repurchased from time to time in open market transactions at prevailing market prices, in privately negotiated transactions, pursuant to a Rule 10b5-1 repurchase plan or by other means in accordance with federal securities laws. The timing, the amount and the method of any repurchases will be determined by the Company’s management based on its evaluation of market conditions, capital allocation alternatives and other factors. There is no guarantee as to the number of shares that will be repurchased, and the repurchase program may be extended, suspended or discontinued at any time without notice at the Company’s discretion. ​ The following table details the repurchases that were made during the three months ended September 30, 2025. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Number of Approximate Dollar ​ ​ ​ ​ ​ ​ ​ Shares ​ Value of Shares ​ ​ Total Number of ​ ​ ​ ​ Purchased ​ That May Yet Be ​ ​ Shares ​ Average ​ as Part of Publicly ​ Purchased Under ​ ​ Purchased ​ Price Paid per ​ Announced Plans or Programs ​ the Plans or Programs Period (In thousands) ​ Share (In thousands) (In thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ July 1 - July 31 211 ​ $ 4.64 211 ​ $ 10,009 August 1 - August 31 ​ 211 ​ $ 4.63 211 ​ $ 9,032 September 1 - September 30 150 ​ $ 5.37 150 ​ $ 8,227 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recent Sales of Unregistered Securities ​ As previously reported, on September 1, 2025, the Company completed the acquisition of Martino & Partners. In September 2025, in connection with the acquisition, the Company issued 48,356 shares of ISG common stock valued at approximately $0.3 million to the Sellers of Martin & Partners. The issuance of these shares of ISG common stock was exempt from registration under Rule 4(a)(2) promulgated under the Securities Act of 1933, as amended ​ ​ ​ ​