Item 2.02. Results of Operations and Financial Condition.

On October 24, 2012, Mastech Holdings, Inc. (the "Company") issued a press release announcing its financial results for the third quarter ended September 30, 2012. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information contained herein 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 8.01. Other Events.

On October 24, 2012, the Company announced that its Board of Directors approved the extension of the stock repurchase program, which was currently set to expire on December 22, 2012, to December 22, 2014, and increased the number of shares authorized to be purchased under this program by 250,000. The timing of any repurchases and the exact number of shares of common stock to be purchased will be determined by the Company's management, in its discretion, and will depend upon market conditions and other factors and done in accordance with applicable federal securities law. The Company anticipates that the program will be funded using its cash on hand and cash generated from operations.

Item 9.01. Financial Statements and Exhibits.

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

99.1 Press Release issued by Mastech Holdings, Inc. on October 24, 2012.

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