SCHEDULE: Galloway Capital Takes 7.56% Stake in T Stamp Inc

Galloway Capital Partners and Bruce Galloway have disclosed a 7.56% beneficial ownership stake in T Stamp Inc, acquired for investment purposes.

Summary

• Galloway Capital Partners, LLC and Bruce Galloway (Reporting Persons) beneficially own an aggregate of 396,800 shares of T Stamp Inc's Class A Common Stock.
• This ownership represents approximately 7.56% of the 5,243,832 shares of Common Stock outstanding as of October 31, 2025.
• Galloway Capital Partners, LLC acquired 396,000 shares through open market purchases from July 2025 through November 2025, at an approximate aggregate purchase price of $3.76 per share.
• The Reporting Persons acquired these securities for investment purposes and intend to continuously review their investment.
• They may acquire additional securities, retain, or sell portions of their holdings based on various factors including the Issuer's business, financial condition, and market conditions.
• The Reporting Persons intend to engage T Stamp Inc's Board and management regarding performance, operations, management, governance (including potential Board changes), conflicted party transactions, capital allocation policies, and strategy.
• Management is strongly encouraged to engage an experienced financial advisor to explore strategic opportunities to enhance shareholder value and elevate the Company's investment profile on Wall Street.
• The Reporting Persons believe that a recent capital raise, combined with the depth of the Company's intellectual property portfolio, warrants a more robust communications strategy to the investment community.

Sentiment

Score: 6

Explanation: The filing indicates a significant investor taking a substantial stake with an activist intent, suggesting perceived undervaluation or opportunities for improvement. While this can lead to positive changes for the company, it also introduces potential for management-shareholder friction. The investor's positive comments on IP and recent capital raise are balanced by calls for strategic and communication improvements.

Positives

• A significant institutional investor, Galloway Capital Partners, has taken a substantial 7.56% stake, indicating confidence in T Stamp Inc's long-term potential.
• The investor explicitly acknowledges the 'depth of the Company intellectual property portfolio,' highlighting a key asset.
• The investor's reference to a 'recent capital raise' suggests the company has strengthened its financial position.

Negatives

• The investor's intent to engage management on 'performance, operations, management, governance (including potential changes to the Board), conflicted party transactions, capital allocation policies, and strategy' suggests perceived areas for improvement or dissatisfaction.
• The encouragement for management to 'explore strategic opportunities' and 'elevating the Company's investment profile' implies current underperformance in these critical areas.
• The call for a 'more robust communications strategy to the investment community' indicates that current investor relations may be insufficient or ineffective.

Risks

• Potential for activist investor engagement, which could lead to management or board changes and create uncertainty.
• Possible disagreements between the Reporting Persons and current management/Board regarding strategic direction or operational improvements.
• The need for T Stamp Inc to improve its communication strategy to the investment community, which if not addressed, could negatively impact investor perception and share price.

Future Outlook

The Reporting Persons intend to continuously review their investment in T Stamp Inc and may acquire additional securities or sell existing holdings based on ongoing evaluations of the Issuer's business, financial condition, operations, prospects, strategic alternatives, and market conditions. They plan to engage with the Board and management to discuss performance, operations, governance, capital allocation, and strategy, potentially proposing changes to enhance shareholder value.

Management Comments

• "We strongly encourage management to engage an experienced financial advisor to explore strategic opportunities to to enhance shareholder value and elevating the Company's investment profile on Wall Street."
• "In our opinion, the recent capital raise combined with the depth of the Company intellectual property portfolio warrants a more robust communications strategy to the investment community."

Industry Context

This filing indicates an activist investor taking a significant stake in a company, which is a common occurrence in industries where investors perceive undervalued assets or underperforming management. The focus on 'intellectual property portfolio' suggests T Stamp Inc operates in a technology or innovation-driven sector, where strategic communication and capital allocation are crucial for market valuation. The investor's call for a 'more robust communications strategy' implies that T Stamp Inc may not be effectively conveying its value proposition or strategic direction to the broader investment community, a challenge many smaller or emerging tech companies face.

Comparison to Industry Standards

• NA

Corporate Governance

Stakeholder Impact

• Shareholders: Potential for increased shareholder value if the investor's strategic suggestions are adopted and successful. Could also lead to volatility if there is a public dispute between the investor and management.
• Management/Board: Increased scrutiny and pressure to perform, potentially leading to strategic shifts or changes in leadership.
• Investment Community: Improved transparency and communication if the company adopts a more robust communications strategy.

Next Steps

• Galloway Capital Partners, LLC and Bruce Galloway intend to engage T Stamp Inc's Board and management regarding performance, operations, management, governance, capital allocation, and strategy.
• T Stamp Inc management is encouraged to engage an experienced financial advisor to explore strategic opportunities.
• T Stamp Inc is encouraged to develop a more robust communications strategy to the investment community.
• The Reporting Persons may acquire additional securities or sell existing holdings in the future.

Key Dates

Recommendation

A significant activist stake by Galloway Capital Partners in T Stamp Inc introduces both opportunities and uncertainties. While the investor's intent to engage management on strategic improvements and enhance shareholder value is a positive signal, the actual impact will depend on the nature of this engagement and management's responsiveness. The call for improved communication and strategic review suggests areas where the company may be underperforming in investor perception. Investors should hold to monitor the developments of this activist involvement and assess the company's response before making further investment decisions.

Keywords

T Stamp Inc, Galloway Capital Partners, Schedule 13D, Beneficial Ownership, Activist Investor, Corporate Governance, Investment Strategy, Shareholder Value, Capital Allocation, Intellectual Property