Cover - USD ($) |
12 Months Ended | ||
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Dec. 31, 2023 |
Jan. 17, 2025 |
Jun. 30, 2023 |
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Document Information [Line Items] | |||
Document Type | 10-K/A | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Financial Statement Error Correction [Flag] | true | ||
Document Financial Statement Restatement Recovery Analysis [Flag] | true | ||
Entity Interactive Data Current | Yes | ||
ICFR Auditor Attestation Flag | false | ||
Amendment Flag | true | ||
Amendment Description | This Amendment No. 1 to Form 10-K/A amends the Annual Report on Form 10-K of Stran & Company, Inc. (the “Company”), for the fiscal year ended December 31, 2023, as filed by the Company with the Securities and Exchange Commission (the “SEC”), on March 28, 2024 (the “Original Filing”).As previously reported in the Current Report on Form 8-K filed by the Company with the SEC on May 13, 2024, on May 3, 2024, the SEC issued an Order Instituting Public Administrative and Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 1933, Sections 4C and 21C of the Securities Exchange Act of 1934 and Rule 102(e) of the Commission’s Rules of Practice, Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order (the “Order”), reporting that it had settled administrative and cease-and-desist proceedings against the Company’s prior auditor, BF Borgers CPA PC and its sole audit partner, Benjamin F. Borgers CPA, permanently barring BF Borgers CPA PC and Mr. Borgers from appearing or practicing before the SEC as an accountant. As a result of the Order, BF Borgers CPA PC is not currently permitted to appear or practice before the SEC for the reasons described in the Order. In addition, as a result of the Order, the Company’s financial statements as of and for the years ending December 31, 2023 and December 31, 2022, which were audited by BF Borgers CPA PC, and the Company’s interim financial statements as of and for the periods ending March 31, 2023, June 30, 2023 and September 30, 2023, which were reviewed by BF Borgers CPA PC, may no longer be included in or incorporated into the Company’s filings with the SEC. Effective May 13, 2024, the Audit Committee of the board of directors of the Company (the “Audit Committee”) dismissed BF Borgers CPA PC as the Company’s auditor.As previously reported in the Current Report on Form 8-K filed by the Company with the SEC on June 20, 2024, on June 15, 2024, the Company engaged Marcum LLP as the Company’s new independent registered public accounting firm with the prior approval of the Audit Committee.As previously reported in the Current Report on Form 8-K filed by the Company with the SEC on September 16, 2024, the Company commenced the re-audit (the “Re-audit”) of its financial statements as of and for the fiscal year ended December 31, 2023. In connection with the Re-Audit, the Company identified certain accounting errors relating to compliance with U.S. GAAP in connection with the Company’s accounting of certain assets and liabilities as well as acquisition accounting. On September 10, 2024, the Audit Committee, in consultation with the Company’s management, concluded that the Company’s previously issued audited consolidated financial statements and the notes thereto as of and for the fiscal years ended December 31, 2023 and December 31, 2022 included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 that was filed by the Company with the SEC on March 28, 2024, as well as the Company’s previously issued unaudited condensed consolidated financial statements and the notes thereto as of and for the fiscal periods ended March 31, 2022, June 30, 2022, September 30, 2022, March 31, 2023, June 30, 2023, and September 30, 2023 included in the Company’s Quarterly Reports on Form 10-Q for the fiscal periods ended March 31, 2023, June 30, 2023, and September 30, 2023 that were filed by the Company with the SEC on May 15, 2023, August 14, 2023, and November 6, 2023 (collectively, the “Subject Periods”), respectively, require restatement and should not be relied upon. Similarly, any previously issued or filed reports, press releases, earnings releases, investor presentations or other communications of the Company describing the Company’s financial results or other financial information relating to the Subject Periods should no longer be relied upon. Additionally, the reports of BF Borgers CPA PC, the Company’s prior independent registered public accounting firm, on the Company’s consolidated financial statements and the notes thereto as of and for the fiscal years ended December 31, 2023 and December 31, 2022 likewise should no longer be relied upon.This Annual Report on Form 10-K/A includes financial statements that amend and restate the Company’s financial statements as of and for the fiscal years ended December 31, 2023 and 2022. Refer to Note B to the financial statements included in this Annual Report on Form 10-K/A for a discussion of the restatement and the impact on the specific accounts in such financial statements.Following the filing of this Annual Report on Form 10-K/A, the Company will file with the SEC its Quarterly Reports for the fiscal quarters ended March 31, 2024, June 30, 2024, and September 30, 2024, which will include financial statements that amend and restate the Company’s financial statements as of and for the three-month periods ended March 31, 2023, as of and for the three- and six-month periods ended June 30, 2023, and as of and for the three- and nine-month periods ended September 30, 2023, and as of December 31, 2023. Refer to Note B to the financial statements included in such Quarterly Reports on Form 10-Q for a discussion of the restatements and the impact on the specific accounts in such financial statements.In connection with the Re-audit and the resulting restatement of the Company’s financial statements as described above, and pursuant to Rule 10D-1(b) of the Securities Exchange Act of 1934, as amended, Listing Rule 5608 of The Nasdaq Stock Market LLC, and the Company’s Clawback Policy, the Company conducted a recovery analysis of incentive-based compensation received by its executive officers and that was subject to recovery, to ascertain whether any adjustments were required as a result of error corrections to its financial results during the year. Accordingly, Item 11 of the Original Filing is amended to report the results of the recovery analysis, which found that no adjustments to executive compensation were required because the error corrections did not impact any of the measures by which the Company compensated its executives with respect to the compensation received by its executive officers and subject to recovery.In light of the restatement of the Company’s financial statements, management reassessed its evaluation of the effectiveness of the Company’s disclosure controls and procedures and the Company’s internal control over financial reporting. Based on this assessment, management concluded that disclosure controls and procedures and internal control over financial reporting were not effective as of December 31, 2023. Item 9A. “Controls and Procedures” of this Annual Report on Form 10-K/A has been amended accordingly.For the convenience of the reader, this Annual Report on Form 10-K/A sets forth the Original Filing in its entirety as amended. This Annual Report on Form 10-K/A does not reflect events occurring after the filing of the Original Filing, or modify or update those disclosures, except as applicable in the Company’s financial statement footnote subsequent event disclosures and related disclosures contained in other items of this filing. The following items of the Original Filing have been amended: ●Part I, Item 1. Business; ●Part I, Item 1A. Risk Factors; ●Part I, Item 2. Properties; ●Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations; ●Part II, Item 8. Financial Statements and Supplementary Data; ●Part II, Item 9A. Controls and Procedures; ●Part III, Item 10. Directors, Executive Officers and Corporate Governance; ●Part III, Item 11. Executive Compensation; ●Part III, Item 13. Certain Relationships and Related Transactions, and Director Independence; ●Part III, Item 14. Principal Accountant Fees and Services; and ●Part IV, Item 15. Exhibit and Financial Statement Schedules.This Annual Report on Form 10-K/A has been signed as of the date hereof and all certifications of the Company’s Principal Executive Officer and Principal Financial Officer are given as the date hereof. Accordingly, this Annual Report on Form 10-K/A should be read in conjunction with the Company’s filings made with the SEC subsequent to the filing of the Original Filing, including any amendments to those filings. | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Documents Incorporated by Reference [Text Block] | None | ||
Entity Information [Line Items] | |||
Entity Registrant Name | STRAN & COMPANY, INC. | ||
Entity Central Index Key | 0001872525 | ||
Entity File Number | 001-41038 | ||
Entity Tax Identification Number | 04-3297200 | ||
Entity Incorporation, State or Country Code | NV | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Shell Company | false | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Public Float | $ 13,484,863.01 | ||
Entity Contact Personnel [Line Items] | |||
Entity Address, Address Line One | 2 Heritage Drive | ||
Entity Address, Address Line Two | Suite 600 | ||
Entity Address, City or Town | Quincy | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 02171 | ||
Entity Phone Fax Numbers [Line Items] | |||
City Area Code | 800 | ||
Local Phone Number | 833-3309 | ||
Entity Listings [Line Items] | |||
Entity Common Stock, Shares Outstanding | 18,608,408 | ||
Common Stock, $0.0001 par value per share | |||
Entity Listings [Line Items] | |||
Title of 12(b) Security | Common Stock, $0.0001 par value per share | ||
Trading Symbol | SWAG | ||
Security Exchange Name | NASDAQ | ||
Warrants, each warrant exercisable for one share of Common Stock, $0.0001 par value per share, at an exercise price of $4.81375 | |||
Entity Listings [Line Items] | |||
Title of 12(b) Security | Warrants, each warrant exercisable for one share of Common Stock, $0.0001 par value per share, at an exercise price of $4.81375 | ||
Trading Symbol | SWAGW | ||
Security Exchange Name | NASDAQ |