8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): April 27, 2022

MASTECH DIGITAL, INC.

(Exact Name of Registrant as Specified in Its Charter)

Pennsylvania	001-34099	26-2753540
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1305 Cherrington Parkway, Suite 400

Moon Township, PA 15108

(Address of Principal Executive Offices) (Zip Code)

(412) 787-2100

(Registrant’s Telephone Number, Including Area Code)

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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $.01 per share	MHH	NYSE American

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On April 27, 2022, Mastech Digital, Inc. issued a press release (the “Press Release”) announcing its financial results for the first quarter ended March 31, 2022. A copy of the Press Release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information contained in this Item 2.02 and in the accompanying exhibit shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) The following exhibit is furnished with this Form 8-K:

Exhibit No.	Description
99.1	Press Release issued by Mastech Digital, Inc. on April 27, 2022.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

-1-

SIGNATURES

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.

MASTECH DIGITAL, INC.
By:	/s/ John J. Cronin, Jr.
Name:	John J. Cronin, Jr.
Title:	Chief Financial Officer

April 27, 2022

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE:

Mastech Digital Reports 20% Increase in Revenues in the First Quarter 2022

Both the Data & Analytics and IT Staffing Segments Achieved Double-Digit YOY Revenue Growth

PITTSBURGH, PA – April 27, 2022 - Mastech Digital, Inc. (NYSE American: MHH), a leading provider of Digital Transformation IT Services, announced today its financial results for the first quarter ending March 31, 2022.

First Quarter 2022 Highlights:

• The Company delivered record consolidated revenues in the first quarter of 2022. Total revenues grew organically by 20% to $59.8 million, compared to revenues of $49.8 million in the 2021 first quarter;

• The Company’s Data and Analytics Services segment reported revenues of $10.2 million, an organic increase of 15% over last year’s $8.8 million;

• The IT Staffing segment achieved record revenues of $49.6 million and record gross margins of 22.9% during the first quarter 2022. Top-line organic growth totaled 21% compared to the first quarter of 2021;

• GAAP diluted earnings per share was $0.19 in the first quarter of 2022 compared to $0.10 in the first quarter of 2021; and

• Non-GAAP diluted earnings per share was $0.28 in the first quarter of 2022 compared to $0.19 in the 2021 first quarter.

First Quarter 2022 Results:

Revenues for the first quarter of 2022 totaled $59.8 million compared to $49.8 million during the corresponding quarter of 2021. Gross profits in the first quarter of 2022 increased by 24% to $15.9 million from $12.8 million in the same quarter of 2021. GAAP net income for the first quarter of 2022 totaled $2.3 million or $0.19 per diluted share, compared to $1.2 million or $0.10 per diluted share during the same period of 2021. Non-GAAP net income for the first quarter of 2022 was $3.3 million or $0.28 per diluted share, compared to $2.2 million or $0.19 per diluted share in the first quarter of 2021.

Activity levels at the Company’s Data and Analytics Services segment were solid, with order bookings of $11.8 million. Additionally, backlog increased during the quarter. Demand for the Company’s IT Staffing Services segment remained elevated during the first quarter, as the segment achieved record revenues and gross margins.

“2022 is off to a strong start with solid financial results in a quarter that has historically been weak”, said Vivek Gupta, the Company’s President and Chief Executive Officer. “Both of our business segments had sequential revenue growth, strong year-over-year top-line growth and solid operating profits. Additionally, we brought onboard Ganeshan Venkateshwaran, a seasoned leader with an impressive track record of successes in the digital transformation services space, as the Chief Executive Officer of our Data and Analytics Services segment. Ganeshan joins us with a wealth of knowledge around advanced technologies and digital transformation services to lead the next phase of growth for Mastech InfoTellis.”

About Mastech Digital, Inc.:

Mastech Digital (NYSE American: MHH) is a leading provider of Digital Transformation IT Services. The Company offers Data Management and Analytics Solutions, Digital Learning, and IT Staffing Services with a Digital First approach. A minority-owned enterprise, Mastech Digital is headquartered in Pittsburgh, PA with offices across the U.S., Canada, EMEA, India and ASEAN.

Use of Non-GAAP Measures:

This press release contains non-GAAP financial measures to supplement our financial results presented on a GAAP basis. The presentation of these financial measures is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. Investors are cautioned that there are material limitations associated with the use of non-GAAP financial measures as an analytical tool. Reconciliations of these non-GAAP measures to their comparable GAAP measures are included in the attached financial tables.

We believe that providing non-GAAP net income and non-GAAP diluted earnings per share offers investors useful supplemental information about the financial performance of our business, enables comparison of financial results between periods where certain items may vary independent of business performance, and allows for greater transparency with respect to key metrics used by management in operating our business. Additionally, management uses these non-GAAP financial measures in evaluating the Company’s performance.

Specifically, the non-GAAP financial measures contained herein exclude the following expense items:

Amortization of acquired intangible assets: We amortize intangible assets acquired in connection with our June 2015 acquisition of Hudson IT, our July 2017 acquisition of the services division of InfoTrellis, Inc. and our October 2020 acquisition of AmberLeaf Partners. We exclude these amortization expenses in our non-GAAP financial measures because we believe it allows investors to make more meaningful comparisons between our operating results and those of other companies within our industry and facilitates a helpful comparison of our results with other periods.

Stock-based compensation expenses: We incur material recurring expense related to non-cash, stock-based compensation. We exclude these expenses in our non-GAAP financial measures because we believe that it provides investors with meaningful supplemental information regarding operational performance. In particular, because of varying available valuation methodologies, subjective assumptions and the variety of award types that companies can use under ASC 718, we believe that providing non-GAAP financial measures that exclude these expenses allows investors to make more meaningful comparisons between our operating results and those of other companies within our industry and facilitates comparison of our results with other periods.

Forward-Looking Statements:

Certain statements contained in this release are forward-looking statements based on management’s expectations, estimates, projections and assumptions. Words such as “expects,” “anticipates,” “plans,” “believes,” “scheduled,” “estimates” and variations of these words and similar expressions are intended to identify forward-looking statements, which include but are not limited to projections of and statements regarding the Company’s ability to generate revenues, earnings, and cash flow. These statements are based on information currently available to the Company and it assumes no obligation to update the forward-looking statements as circumstances change. These statements are not guarantees of future performance and involve certain risks and uncertainties, which are difficult to predict. Therefore, actual future results and trends may differ materially from what is forecasted in forward-looking statements due to a variety of factors, including, without limitation, the level of market demand for the Company’s services, the highly competitive market for the types of services offered by the Company, the impact of competitive factors on profit margins, market conditions that could cause the Company’s customers to reduce their spending for its services, the Company’s ability to create, acquire and build new lines of business, to attract and retain qualified personnel, reduce costs and conserve cash, the extent to which the Company’s business is adversely affected by the impacts of the COVID-19 pandemic and governmental responses to limit the further spread of COVID-19 and other risks that are described in more detail in the Company’s filings with the Securities and Exchange Commission, including its Form 10-K for the year ended December 31, 2021.

# # #

For more information, contact:

Donna Kijowski

Manager, Investor Relations

Mastech Digital, Inc.

888.330.5497

MASTECH DIGITAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands)

(Unaudited)

	March 31, 2022			December 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	7,185		$	6,622
Accounts receivable, net		46,838			43,393
Prepaid and other current assets		3,191			3,890
Total current assets		57,214			53,905
Equipment, enterprise software and leasehold improvements, net		3,540			3,038
Operating lease right-of-use assets		5,033			4,894
Non-current deposits		511			595
Goodwill, net of impairment		32,510			32,510
Intangible assets, net of amortization		17,968			18,760
Total assets	$	116,776		$	113,702
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Current portion of long-term debt	$	4,400		$	4,400
Current portion of operating lease liability		1,571			1,479
Accounts payable		6,242			4,954
Accrued payroll and related costs		13,367			14,240
Other accrued liabilities		1,222			1,771
Total current liabilities		26,802			26,844
Long-term liabilities:
Long-term debt, less current portion, net		7,252			8,334
Long-term operating lease liability, less current portion		3,677			3,706
Long-term accrued income taxes		125			125
Deferred income taxes		888			265
Total liabilities		38,744			39,274
Shareholders’ equity:
Common stock, par value $0.01 per share		133			131
Additional paid-in capital		29,667			28,250
Retained earnings		53,173			50,841
Accumulated other comprehensive income (loss)		(754	)		(607	)
Treasury stock, at cost		(4,187	)		(4,187	)
Total shareholders’ equity		78,032			74,428
Total liabilities and shareholders’ equity	$	116,776		$	113,702

MASTECH DIGITAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in thousands, except per share data)

(Unaudited)

	Three Months ended March 31,
	2022			2021
Revenues	$	59,755		$	49,775
Cost of revenues		43,823			36,971
Gross profit		15,932			12,804
Selling, general and administrative expenses		12,625			10,935
Income from operations		3,307			1,869
Other income/(expense), net		(60	)		(232	)
Income before income taxes		3,247			1,637
Income tax expense		915			443
Net income	$	2,332		$	1,194
Earnings per share:
Basic	$	0.20		$	0.10
Diluted	$	0.19		$	0.10
Weighted average common shares outstanding:
Basic		11,509			11,415
Diluted		12,035			11,997

MASTECH DIGITAL, INC.

RECONCILIATION OF GAAP MEASURES TO NON-GAAP MEASURES

(Amounts in thousands, except per share data)

(Unaudited)

	Three Months ended March 31,
	2022			2021
GAAP Net Income	$	2,332		$	1,194
Adjustments:
Amortization of acquired intangible assets		792			793
Stock-based compensation		526			621
Income taxes adjustments		(340	)		(365	)
Non-GAAP Net Income	$	3,310		$	2,243
GAAP Diluted Earnings Per Share	$	0.19		$	0.10
Non-GAAP Diluted Earnings Per Share	$	0.28		$	0.19
Weighted average common shares outstanding:
GAAP Diluted Shares		12,035			11,997
Non-GAAP Diluted Shares		12,035			11,997

MASTECH DIGITAL, INC.

SUPPLEMENTAL FINANCIAL INFORMATION

(Amounts in thousands)

(Unaudited)

	Three Months ended March 31,
	2022			2021
Revenues:
Data and analytics services	$	10,152		$	8,794
IT staffing services		49,603			40,981
Total revenues	$	59,755		$	49,775
Gross Margin %:
Data and analytics services		45.2	%		45.7	%
IT staffing services		22.9	%		21.4	%
Total gross margin %		26.7	%		25.7	%
Segment Operating Income:
Data and analytics services	$	972		$	394
IT staffing services		3,127			2,268
Subtotal		4,099			2,662
Amortization of acquired intangible assets		(792	)		(793	)
Interest expense and other, net		(60	)		(232	)
Income before income taxes	$	3,247		$	1,637

XML

Document and Entity Information	Apr. 27, 2022
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0001437226
Document Type	8-K
Document Period End Date	Apr. 27, 2022
Entity Registrant Name	MASTECH DIGITAL, INC.
Entity Incorporation State Country Code	PA
Entity File Number	001-34099
Entity Tax Identification Number	26-2753540
Entity Address, Address Line One	1305 Cherrington Parkway
Entity Address, Address Line Two	Suite 400
Entity Address, City or Town	Moon Township
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	15108
City Area Code	(412)
Local Phone Number	787-2100
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common Stock, par value $.01 per share
Trading Symbol	MHH
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false