What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2025-03-27 compared with 2024-03-27 · 148 added, 166 removed, 302 unchanged (51% of the section changed)

18 unchanged sentences

Opinion on the Financial Statements

We have audited the accompanying consolidated

balance sheets of Wright Investors' Service Holdings, Inc.

and Subsidiaries (the “Company”) as of December 31, 2023 and 2022, and the related

consolidated statements of operations, comprehensive loss, changes in stockholders’ equity, and cash flows for each of the years

then ended, and the related notes (collectively referred to as the “financial statements”).

In our opinion, the financial

statements present fairly, in all material respects, the consolidated financial position of the Company as of December 31, 2023 and 2022,

and the consolidated results of their operations and their cash flows for each of the years then ended, in conformity with accounting principles

generally accepted in the United States of America.

We have audited the accompanying consolidated balance sheets of Wright

Investors' Service Holdings, Inc.

(the “Company”) as of December 31, 2024 and 2023, and the related consolidated statements

of operations, comprehensive loss, changes in stockholders’ equity, and cash flows for each of the years then ended, and the related

notes (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in

all material respects, the consolidated financial position of the Company as of December 31, 2024 and 2023, and the consolidated results

of its operations and its cash flows for each of the years then ended, in conformity with accounting principles generally accepted in

the United States of America.

Basis for Opinion

39 unchanged sentences

Prepaid expenses and other current assets

Income tax receivable

Total current assets

10 unchanged sentences

30,000,000 shares;

Issued 21,628,680 and 21,343,680 as of December 31, 2023 and 2022,

respectively;

Outstanding 20,620,711 and 20,335,711 as of December 31, 2023 and 2022,

respectively;

0 and 285,000 shares issuable as of December 31, 2023 and 2022, respectively.

issued 21,628,680 as of December 31, 2024 and 2023;

outstanding 20,620,711 as of December 31, 2024 and 2023.

Additional paid-in capital

14 unchanged sentences

Interest and other income, net

Loss from operations

Basic and diluted weighted average common shares outstanding

5 unchanged sentences

Years Ended December 31,

Unrealized gain on available for sale securities

Other comprehensive (loss) income:

Unrealized holding gain on available for sale securities

Reclassification adjustment for gains realized in net loss

Total other comprehensive (loss) income

Comprehensive loss

7 unchanged sentences

Balance at December 31, 2022

Equity based compensation expense

Purchase of treasury stock

Other comprehensive income

1 unchanged sentence

Balance at December 31, 2023

Other comprehensive income

Issuance of shares payable to directors

Other comprehensive loss

Balance at December 31, 2024

3 unchanged sentences

(in thousands)

Years Ended December 31,

Cash flows from operating activities

Adjustments to reconcile net loss to net cash used in operating activities:

Equity based compensation, including vesting of stock to directors

Realized gain on investments

4 unchanged sentences

Net cash used in operating activities

Cash flows from investing activities

Cash flows from investing

Proceeds from redemptions of investments

Purchase of investments

Net cash provided by (used in) investing activities

Cash flows from financing activities

Purchases of treasury stock

Net cash used in financing activities

Net increase (decrease) in cash and cash equivalents

Net cash provided by investing activities

Net increase in cash and cash equivalents

Cash and cash equivalents at the beginning of the year

1 unchanged sentence

Supplemental disclosures of cash flow information

Cash refunded during the year for income taxes

Unrealized gain on available for sale securities

Net cash refunded during the year for income taxes

Unrealized (loss) gain on available for sale securities

See accompanying notes to consolidated financial

3 unchanged sentences

Description of activities

Wright Investors’

Service Holdings, Inc.

(the “Company”) has nominal operations and nominal assets aside from its cash and cash equivalents

and investments in U.S.

Treasury Bills, and mutual funds, and is therefore considered a shell company, as defined in U.S.

securities laws

and regulations.

The Company is not engaged in the business of investing, reinvesting, or trading in securities, and it does not hold

itself out as being engaged in those activities.

Wright Investors’ Service Holdings, Inc.

(the “Company”)

has nominal operations and nominal assets aside from its cash and cash equivalents and investments in U.S.

Treasury Bills and mutual funds,

and is therefore considered a shell company, as defined in U.S.

securities laws and regulations.

The Company is not engaged in the business

of investing, reinvesting, or trading in securities, and it does not hold itself out as being engaged in those activities.

The Company intends to

27 unchanged sentences

Cash and cash equivalents

Cash equivalents represent short-term, highly

liquid investments, which are readily convertible to cash and have maturities of three months or less at time of purchase.

equivalents, which are carried at fair value or amortized cost, as applicable, consist of holdings in a money market fund and in U.S.

Treasury Bills.

Cash and cash equivalents amounted to approximately $ 125,000 and $ 90,000 at December 31, 2023 and 2022, respectively.

WRIGHT INVESTORS’ SERVICE HOLDINGS,

Cash equivalents represent short-term, highly liquid investments, which

are readily convertible to cash and have maturities of three months or less at time of purchase.

Cash equivalents, which are

carried at fair value or amortized cost, as applicable, consist of holdings in U.S.

Treasury Bills and a money market fund.

Cash and cash

equivalents amounted to approximately $ 1,440,000 and $ 125,000 at December 31, 2024 and 2023, respectively.

WRIGHT INVESTORS’ SERVICE HOLDINGS, INC.

Notes to Consolidated Financial Statements

21 unchanged sentences

liabilities and Level 3 assets and liabilities involve greater judgment than Level 1 or Level 2 assets or liabilities.

As of December 31, 2024 and December 31,

2023, the Company held investments in equity securities which consist of mutual funds of $ 914,000 and $ 735,000 , respectively.

As of December

2023 and 2022, the Company held $ 2,409,000 and $ 4,130,000 , respectively, in U.S.

government debt securities, and $ 735 ,000 and $ 0 in equity

securities which are mutual funds, respectively.

government securities are valued using a model that incorporates market observable

data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.

Certain securities are valued

principally using dealer quotations.

Money market and mutual funds are valued at the closing price reported by the fund sponsor from an

actively traded exchange.

government securities are categorized in Level 2 of the fair value hierarchy, depending on the inputs used

and market activity levels for specific securities.

Mutual funds are categorized in Level 1 of the fair value hierarchy, depending on

the unadjusted quoted prices in active markets for identical assets.

government debt securities, which have maturities

of three months or less at time of purchase , are reported as Cash and cash equivalents, and those with longer

maturities are reported as investments, on the consolidated balance sheets as of December 31, 2023 and 2022.

31, 2023, the Company held investments in U.S.

government debt securities of $ 2,409,000 .

government securities are valued using a

model that incorporates market observable data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and

reference data.

Certain securities are valued principally using dealer quotations.

Mutual funds and money market funds are valued at the

closing price reported by the fund sponsor from an actively traded exchange.

government securities are categorized in Level 2 of

the fair value hierarchy, depending on the inputs used and market activity levels for specific securities.

Mutual funds are categorized

in Level 1 of the fair value hierarchy, depending on the unadjusted quoted prices in active markets for identical assets.

debt securities, which have maturities of three months or less at time of purchase, are reported as

Cash and cash equivalents, and those with longer maturities are reported as investments, on the Consolidated Balance Sheets as of December

31, 2024 and 2023.

Short-term investments in marketable

securities have a stated maturity of twelve months or less from the balance sheet date.

These securities are considered as available for

sale and are reported at fair value.

debt securities have a stated maturity of twelve months or less from the balance sheet date.

These securities are considered as available-for-sale

and are reported at fair value.

For debt securities, unrealized gains and losses are recorded net of tax as a component of Accumulated

other comprehensive income within stockholders' equity.

Declines in market value from the original cost deemed to be "other-than-temporary"

are charged to Interest and other income, net, in the period in which the loss occurs.

The Company considers both the duration for

which a decline in value has occurred and the extent of the decline in its determination of whether a decline in value has been “other

than temporary.” Realized gains and losses are calculated based on the specific identification method and are included in Interest

and other income, net, in the Consolidated Statement of Operations.

Credit losses related to available-for-sale debt securities are recorded through

an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities.

Realized gains and losses

are calculated based on the specific identification method and are included in Interest and other income, net, in the Consolidated

Statements of Operations.

The Company follows the guidance

2 unchanged sentences

The following table presents the

Company’s financial instruments measured at fair value on a recurring basis (in thousands):

Company’s financial instruments measured at fair value (in thousands):

Fair Value Measurements

1 unchanged sentence

Quoted Prices

Investments in U.S.

Treasury bills

Investments in Mutual Funds

2 unchanged sentences

Quoted Prices

Identical Assets

Investments in U.S.

Treasury bills

Investments in Mutual Funds

WRIGHT INVESTORS’ SERVICE HOLDINGS, INC.

1 unchanged sentence

December 31, 2024

in equity securities as of December 31, 2024 are summarized by type below (in thousands).

in debt and equity securities as of December 31, 2023 are summarized by type below (in thousands).

Treasury bills

in debt securities as of December 31, 2022 are summarized by type below (in thousands).

Treasury bills

All investments

in debt securities are due in one year or less as of December 31, 2023.

were no amounts reclassified from accumulated other comprehensive income to interest income and other income for the year ended December

Changes in the accumulated other comprehensive income balance, net of income taxes, relates solely to net unrealized gain on

available-for-sale debt securities for the year ended December 31, 2023 is as follows:

Balance at December 31, 2022

Amounts reclassified from accumulated other

Comprehensive income to interest income and

Net current-period other comprehensive income

Balance at December 31, 2023

were no unrealized or realized gain (loss) for equity securities for the year ended December 31, 2023.

Company may be exposed to credit losses through its available-for-sale investments.

9 unchanged sentences

investments attributable to credit factors.

WRIGHT INVESTORS’ SERVICE HOLDINGS, INC.

Notes to Consolidated Financial Statements

December 31, 2023

Investment in undeveloped land

4 unchanged sentences

Loss per share for the year ended December

31, 2023 and 2022, respectively, is calculated based on 20,620,711 and 20,504,457 weighted average outstanding shares of

common stock, including weighted average issuable shares of 182,905 at December, 31 2022.

Stock-based compensation

Stock-based compensation cost for employees is

measured at the grant date based on the fair value of the award and is recognized as an expense on a straight-line basis over the requisite

service period, which is generally the vesting period.

In accordance with ASU 2016-09, the Company has made the accounting policy election

to continue to estimate forfeitures based upon historical occurrences.

See Note 7 to the Consolidated Financial Statements for further

information regarding the Company’s stock-based compensation assumptions and expense.

31, 2024 and 2023, respectively, is calculated based on 20,620,711 weighted average outstanding shares of common stock.

Deferred tax assets and liabilities are recognized

15 unchanged sentences

Concentrations of credit risk

Financial instruments that potentially subject

the Company to significant concentrations of credit risk consist principally of cash and investments.

Investments in cash and money market

funds are insured up to $ 250,000 per depositor, per insured bank.

Financial instruments that potentially subject the Company to significant

concentrations of credit risk consist principally of cash and investments.

Investments in cash and money market funds are insured up to

$ 250,000 per depositor, per insured bank.

Investments in U.S.

Treasury Bills are insured up to $ 500,000 .

years ended December 31, 2023 and 2022, a substantial portion of the Company’s investments in cash, U.S.

Treasury Bills and mutual funds are insured up to $ 500,000 .

For the years

ended December 31, 2024 and 2023, a substantial portion of the Company’s investments in cash, and U.S.

Treasury Bills and mutual

funds are in excess of these limits.

New accounting standards

In June 2016, the Financial Accounting Standards

Board (FASB) issued Accounting Standards Update No.

2016-13 (ASU 2016-13) “Financial Instruments-Credit Losses (Topic 326):

of Credit Losses on Financial Instruments”, which requires the measurement and recognition of expected credit losses for financial

assets held at amortized cost.

ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss model which requires

the use of forward-looking information to calculate credit loss estimates.

It also eliminates the concept of other-than-temporary impairment

and requires credit losses related to available-for-sale debt securities to be recorded through an allowance for credit losses rather

than as a reduction in the amortized cost basis of the securities.

The Company adopted the standard on January 1, 2023 with no impact

WRIGHT INVESTORS’ SERVICE HOLDINGS, INC.

Notes to Consolidated Financial Statements

December 31, 2024

Segment Disclosure

The Company's operations are reported within

one reportable segment and constitutes the Company and its wholly-owned subsidiaries, all of which are inactive, which are reported

in the consolidated financial statements.

The Company currently has no or nominal operations, no revenues from operations and is

considered a shell company, as defined in the U.S.

securities laws and regulations.

The Company's chief operating decision maker (“CODM”) is

the Chief Executive Officer.

The CODM evaluates the results and performance of the reporting segment and decides how to allocate resources

based on consolidated net loss which is reported on the Consolidated Statements of Operations.

Additionally, the measure of segment assets

is reported on the Consolidated Balance Sheets as total assets.

The accounting policies for the reportable segment are the same as

those described above in the summary of significant accounting policies.

The expenses and net loss for the one reportable segment are

the same as those presented on the Consolidated Statements of Operations.

Significant expense categories, including compensation and benefits,

other operating expenses, and interest and other income, net are included on the Company's Consolidated Statements of Operations.

New accounting standard

In November 2023, the Financial Accounting Standards

Board (“FASB”) issued guidance that expands segment disclosures for public entities, including requiring disclosure of significant

segment expenses that are regularly provided to the chief operating decision maker (“CODM”), the title and position of the

CODM and an explanation of how the CODM uses reported measures of segment profit or loss in assessing segment performance and allocating

The new guidance also expands disclosures about a reportable segment’s profit or loss and assets in interim periods and

clarifies that a public entity may report additional measures of segment profit if the CODM uses more than one measure of a segment’s

profit or loss.

The Company adopted the standard on effective for its annual report for the year ended December 31, 2024 with no impact

on its consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, Improvements to Income

Tax Disclosures, which requires disaggregated information about our effective tax rate reconciliation as well as information on income

The guidance will first be effective in our annual disclosures for the year ending December 31, 2025, and should be applied

on a prospective basis with the option to apply retrospectively.

Early adoption is permitted.

The Company is in the process of assessing

the impact of ASU 2023-09 on our disclosures.

Accounts payable and accrued expenses

3 unchanged sentences

Accrued professional fees

WRIGHT INVESTORS’ SERVICE HOLDINGS, INC.

Notes to Consolidated Financial Statements

December 31, 2023

For the years ended December

31, 2023 and 2022, the Company recorded no income tax expense.

The difference between

the benefit for income taxes computed at the statutory rate and the reported amount of tax benefit from operations is as follows:

For the years ended December 31, 2024 and 2023,

the Company recorded no income tax expense.

The difference between the benefit for income

taxes computed at the statutory rate and the reported amount of tax benefit from operations is as follows:

Year ended December 31,

5 unchanged sentences

Effective tax rate

WRIGHT INVESTORS’ SERVICE HOLDINGS, INC.

Notes to Consolidated Financial Statements

December 31, 2024

The deferred tax assets and liabilities are summarized as follows (in

Year ended December 31,

Deferred tax assets:

Net operating loss carryforwards

Capital loss carryforwards

Equity-based compensation

Unrealized loss on investments

3 unchanged sentences

Net deferred tax assets

A valuation allowance

is provided when it is more likely than not that some portion of deferred tax assets will not be realized.

The valuation allowance decreased

by approximately $ 366,000 and had increased by approximately $ 29,000 during the years ended December 31, 2023 and 2022, respectively.

The decrease in the valuation allowance during the year ended December 31, 2023 was mainly attributable to decreases in the gross deferred

tax asset related to the expiration of a capital loss carryforward, net of increases in the net operating loss carryforward.

in the valuation allowance during the year ended December 31, 2022 was mainly due to increases in the net operating loss carryforward

and other deferred tax assets.

A valuation allowance is provided when it is more likely than not that

some portion of deferred tax assets will not be realized.

The valuation allowance increased by approximately $ 235,000 and had decreased

by approximately $ 366,000 during the years ended December 31, 2024 and 2023, respectively.

The increase in the valuation allowance

during the year ended December 31, 2024 was mainly due to increases in the net operating loss carryforward.

The decrease in the valuation

allowance during the year ended December 31, 2023 was mainly attributable to decreases in the gross deferred tax asset related to the

expiration of a capital loss carryforward, net of increases in the net operating loss carryforward.

The Company files a consolidated

12 unchanged sentences

transactions.

On April 5, 2022, in accordance with the Board of Directors’ prior authorization, the Company purchased 192,750 shares

of its common stock in a privately negotiated transaction at a price of $ 0.25 per share for an amount of approximately $ 48,000 .

Company did not repurchase any common stock during the year ended December 31, 2023.

At December 31, 2023 and 2022, the Company had repurchased

an aggregate of 2,234,721 shares of its common stock and a total of 2,765,279 remained available for repurchase at December 31, 2023 and

On March 9, 2023, there

were 285,000 shares of Company common stock issued to the independent directors of the Company, for payment of quarterly directors’

fees due to them for services in 2022, which were classified as issuable at December 31, 2022.

During the year ended December 31,

2022, the Company issued 217,932 shares of Company common stock to directors, 100,000 stock awards vested and were

The equity compensation awards were issued pursuant to the exemption from the registration requirements of Section 5 of the Securities

Act of 1933 (“1933 Act”) provided by Section 4(a)(2) of the 1933 Act.

WRIGHT INVESTORS’ SERVICE HOLDINGS, INC.

Notes to Consolidated Financial Statements

December 31, 2023

The Company did not repurchase any common stock during the year ended December 31, 2024 and December 31, 2023.

31, 2024 and 2023, the Company had repurchased an aggregate of 2,234,721 shares of its common stock and a total of 2,765,279 remained

available for repurchase at December 31, 2024 and 2023.

On March 9, 2023, there were 285,000 shares

of Company common stock issued to the independent directors of the Company, for payment of quarterly directors’ fees due to them

for services in 2022, which were classified as issuable at December 31, 2022.

The equity compensation awards were issued pursuant

to the exemption from the registration requirements of Section 5 of the Securities Act of 1933 (“1933 Act”) provided by Section

4(a)(2) of the 1933 Act.

In March 2023, the Company

14 unchanged sentences

securities laws.

As of December 31, 2023 and December 31, 2022,

all options were vested and there were no outstanding options under the 2007 NPDC Plan.

There were no grants, forfeitures or exercises

of options during the year of 2023.

Capital Stock

The Company’s Director Compensation Program

(the “Compensation Program”) provided for payment to Directors who are not employees of the Company of (i) annual stock compensation

for serving as a member of the Board or committee of the Board, and (ii) cash compensation for attendance in person or by telephone of

meetings of the Board or committee of the Board.

During the year ended December 31, 2022, the Company

incurred $ 80,000 of director fees payable in 353,966 shares of its common stock, of which 68,966 were issued and 285,000

were issuable as of December 31, 2022.

On March 9, 2023, there were 285,000 shares of Company common stock issued to the independent

directors of the Company, in payment of quarterly directors’ fees due to them for services in 2022.

As of December 31, 2024 and 2023, all options

were vested and there were no outstanding options under the 2007 NPDC Plan.

There were no grants, forfeitures or exercises of options

during the years ended December 31,2024 and 2023.

WRIGHT INVESTORS’ SERVICE HOLDINGS, INC.

Notes to Consolidated Financial Statements

December 31, 2024

Commitments, Contingencies, and Other

9 unchanged sentences

to Acme Pond Dam and Killingly Pond Dam, respectively.

Changes in and Disagreements with Accountants

on Accounting and Financial Disclosure.

Changes in and Disagreements with Accountants on

Accounting and Financial Disclosure.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data