IMPINJ INC

Risk Factor Summary

Our business is subject to numerous risks and uncertainties, including those highlighted in the section of this report captioned “Risk

Factors.” These risks include, but are not limited to, the following:

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we operate in a very competitive market;

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RAIN adoption is concentrated in key markets and the extent and pace of RAIN market adoption beyond these markets is uncertain;

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our ability to deliver enterprise solutions at scale are nascent;

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poor product quality could result in significant costs to us and impair our ability to sell our products;

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end users and partners must design our products into their products and business processes;

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an inability or limited ability of end user systems to exploit RAIN information may adversely affect the market for our products;

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alternative technologies may enable products and services that compete with ours;

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we obtain the products we sell through a limited number of third parties with whom we do not have long-term supply contracts;

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shortages of silicon wafers, integrated-circuit (IC) post-processing capacity or components used in our readers and gateways may adversely affect our ability to meet demand for our products and adversely affect our revenue and/or gross margins;

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we rely on a small number of customers for a large share of our revenue;

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our ability to affect or determine end-user demand is limited in part because we sell and fulfill primarily through partners and rarely to end users;

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our growth strategy depends in part on the success of strategic relationships with third parties and their continued performance and alignment;

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inherent difficulties protecting and enforcing our intellectual property;

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we have been, and may in the future be, party to intellectual property disputes which could be time consuming and costly to prosecute, defend or settle, result in the loss of significant rights and adversely affect RAIN adoption or adoption of our products or platform;

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we have a history of losses and have only achieved profitability periodically and we cannot be certain that we will attain or sustain profitability in the future;

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we have a history of significant fluctuations in our quarterly and annual operating results;

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our executive officers, directors and principal stockholders, together with their affiliates, beneficially owned approximately 47.2% of our outstanding common stock as of September 30, 2024, and as a result are able to exercise significant influence over matters subject to stockholder approval; and

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we may not have sufficient cash flow or access to cash necessary to satisfy our obligations under the $287.5 million aggregate principal amount 1.125% convertible senior notes due 2027, also referred to as the 2021 Notes, and our current and future indebtedness may restrict our business.