PAID INC 10-K

Item 1. Business Overview PAID, Inc. (the “Company” or “PAID”) was incorporated in Delaware on August 9, 1995. The Company has multiple web addresses, including www.paid.com, which offers updated information on various aspects of our operations and www.shiptime.com which showcases our online label generation software. The information contained in the Company's website should not be deemed to be a part of this Annual Report. The Company's principal executive offices are located at 225 Cedar Hill Street, Marlborough, Massachusetts 01752 with offices also located at 700 Dorval Drive, Oakville, Ontario, Canada. The Company's telephone number is (617) 861-6050. We file annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K with the Securities and Exchange Commission (the “SEC”). These reports, any amendments to these reports, proxy and information statements and certain other documents we file with the SEC are available through the SEC's website at www.sec.gov or free of charge on our website as soon as reasonably practicable after we file the documents with the SEC. The public may also read and copy these reports and any other materials we file with the SEC at the SEC's Public Reference Room at 100 F Street, NE, Washington, D.C. 20549. You may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. Our Business ShipTime Inc. ShipTime’s platform provides its members with the ability to quote, process, generate labels, track and dispatch shipments while getting preferred rates on packages and skidded less than truckload (“LTL”) freight shipments throughout North America and around the world. The application provides customers with a choice of today’s leading couriers and freight carriers, all with discounted pricing allowing members to save on every shipment. In addition to these features, ShipTime also provides what it refers to as “Heroic Multilingual Customer Support.” In this capacity, ShipTime acts as an advocate on behalf of its clients in resolving matters concerning orders and shipping to enhance customer experiences. With an increasing focus and service offering for e-commerce merchants; which include online shopping carts, inventory management, payment services, client prospecting and retention software, ShipTime can help merchants worldwide grow and scale their businesses. ShipTime generates monthly revenue through transactions and “software as a service” (SAAS) offerings. We actively sell directly to small and medium businesses and through long standing partnerships with selected associations throughout Canada and we currently serve in excess of 109,300 members across the world. 1 PAID, Inc. includes the PaidPayment, PaidWeb, PaidCart and PaidShipping products that offers a robust platform enabling small and medium businesses to launch websites via our catalog of templates. Our platform includes a wide array of features such as mobile editing, search engine optimization, collaboration tools, pre-designed templates, and can be integrated with multiple platforms. PaidCart serves as a comprehensive solution for small and medium businesses looking to expand their online sales through multiple channels. It provides a centralized system to manage sales across various platforms, with additional functionalities for currency and language management, promotional sales, and abandoned cart recovery. PaidPayments and PaidShipping seamlessly interface with PaidCart to facilitate the checkout and shipping processes. PaidPayments provides businesses with a secure and efficient way to conduct online transactions including a virtual terminal, invoicing capability, subscriptions processing, checkout pages, and a point-of-sale system with support for USD, CAD, and EUR currencies. PaidShipping delivers a solution to quote, process, generate labels, dispatch and track courier and LTL shipments all from a single interface. We offer savings through partnerships with leading carriers. It includes a multi-courier comparison tool, integrations with eCommerce platforms and branded tracking. Business Strategy The Company’s focus in 2024 was to effectively execute the integration of Paid Inc. and ShipTime while ensuring that our vision (“ To provide a comprehensive e-commerce platform for small to medium enterprises ” ) continued to move toward this goal by the adding fundamental tools for our members to compete in today’s on-line marketplace. While the ShipTime portion of our business is our key revenue driver; our strategy in 2025 was to continue to build out the foundation of the Paid platform of e-commerce products while driving our core business forward. By continuing to offer small-to-medium enterprises meaningful solutions and an integrated infrastructure platform we can enhance the value proposition to both our channel partners and our growing customer base allowing us to cost effectively break into new markets. In order to support the Company’s members via our strategic build-out of e-commerce services, our Heroic Support™ team remains focused on a Support and Customer Success mindset. Our Sales and Account Management Teams will be engaging with our prospects and members to provide guidance and support in utilizing Paid platform tools and services. Paid will provide agencies, associations and partners with the infrastructure to help small to medium businesses grow and be more effective with their digital offerings. We continue to focus on clients in both the United States and Canada. As ShipTime has been cash flow positive we are able to take advantage of the excess cash with long- and short-term investments. During 2022, the Company entered into a Securities Purchase Agreement with respect to a secured $1.875 million convertible note made by Embolx, Inc., a California corporation. Pursuant to the Securities Purchase Agreement, the Company loaned USD $1.5 million to Embolx. The Note was purchased at a 20% ($375,000) original issue discount and was subject to a 9-month maturity, after which, if unpaid, would then carry a 20% interest rate. The Company has the option to convert the note into shares of common stock of Embolx. Under the Securities Purchase Agreement, the Company had the right to purchase additional shares on the same terms. An agreement to extend the Note in 2024 was authorized which included an additional $500,000 investment with a 25% original issue discount. In 2025 the Company entered into a Forbearance and Loan Modification Agreement with Embolx which extends the note until August 2026. Additionally, Management feels that the assets of Embolx are sufficient to satisfy the obligation of the note receivable. Management continues to evaluate the financial status of Embolx and the potential sales of their business. The business strategy described above is intended to expand our markets, increase revenue per member while enhancing our opportunities in the online ecommerce market. There are always a variety of factors that may impact our plans and inhibit our success. See “Risk Factors” included in Item 1A. Therefore, we have no guarantees and can provide no assurances that our plans will be successful. Marketing and Sales The Company continues to successfully nurture and grow relationships with our channel partners and has added new relationships that are global in scope. While much of the growth and success in 2025 was the result of the cooperative efforts of ShipTime sales staff, our channel partners and our marketing strategies play a key role in the Company’s growth. Additions to our management team have allowed us to continue to pursue opportunities with channel partners. The Company will continue to market PAID and ShipTime throughout 2026 and beyond. Cross-selling efforts will be enhanced, and new features are being added to our Paid and ShipTime platforms. Based on experience and feedback with existing partnerships that promote our product lines, the Company believes that creating additional partnerships in the United States and beyond North America is an effective marketing tool to promote and encourage new registrations. Additional resources and marketing initiatives will be utilized to increase onboarding and convert our members into active long-time users of the Company’s services in order to accelerate our growth. 2 Revenue Sources In 2025, our revenues were primarily derived from our label generation services. This portion of our business has maintained consistent growth since our merger with ShipTime in 2016. In addition to the label generation services, we continue to focus on launching our new e-commerce platforms and adding additional carriers and services to our product offerings. See “Risk Factors” included in Item 1A. We have no guarantees and can provide no assurances that our plans will be successful. Competition Technology within the logistics industry is highly competitive and we have focused a variety of differentiators including our Heroic Support™ to elevate our services beyond those of our competition. Our product offerings may also be available from other companies in our industry, and we continue to emphasize value and quality customer support. The ShipTime trademark has been registered in both Canada and the United States. We also utilize free open-source technology in certain areas. Unlike proprietary software, open-source software has publicly available source code and can be copied, modified and distributed with minimal restrictions. We use open-source software and technology as well to support the growing social and viral opportunities on the internet. By using 'best-of-breed' products and tools we can maximize our clients’ opportunities while minimizing our costs, which we are able to pass on to our customers. Research and Development Over the past years, the Company has made progress developing new integrations with e-commerce shopping cart platforms. The Company has recently brought on a new Chief Technology Officer in addition to several new developers who are focused on the growth of the PAID brand and ShipTime products and their technologies. Our technology roadmap has been projected from 2025 through the 2027 calendar year and we have enhancements scheduled for all aspects of our businesses. Our strategy includes continuous user enhancements on our existing platforms, new websites, updates to our e-commerce shopping cart solution, enhancements to our merchant payment processing platform, shipping calculator enhancements and many additional features and upgrades to our online shopping and shipping tools. Employees As of March 31, 2026, the Company currently has twenty-nine full time equivalent employees and one part-time employee. We have no collective bargaining agreements and consider the relationship with our employees to be heroic. Government Regulation We are not currently subject to direct federal, state or local regulations, and laws or regulations applicable to access or commerce on the Internet, other than regulations applicable to businesses generally. However, due to the increasing popularity and use of the Internet and other online services, it is possible that a number of laws and regulations may be adopted with respect to the Internet or other online services covering issues such as user privacy, freedom of expression, pricing, content and quality of products and services, taxation, advertising, intellectual property rights and information security.