| · |
|---|
| | | Page |
|---|
| PART I. FINANCIAL INFORMATION | 1 | |
|---|
| Item 1. | Financial Statements (Unaudited) | 1 |
|---|
| | Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025 | 1 |
|---|
| | Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three Months Ended March 31, 2026 and 2025 | 2 |
|---|
| | Condensed Consolidated Statements of Changes in Stockholders’ Deficit for the Three Months Ended March 31, 2026 and 2025 | 3 |
|---|
| | Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2026 and 2025 | 4 |
|---|
| | Notes to Unaudited Condensed Consolidated Financial Statements | 5 |
|---|
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 20 |
|---|
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 26 |
|---|
| Item 4. | Controls and Procedures | 26 |
|---|
| | | |
|---|
| PART II. OTHER INFORMATION | 28 | |
|---|
| Item 1. | Legal Proceedings | 28 |
|---|
| Item 1A. | Risk Factors | 28 |
|---|
| Item 2. | Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchase of Equity Securities | 58 |
|---|
| Item 3. | Defaults Upon Senior Securities | 59 |
|---|
| Item 4. | Mine Safety Disclosures | 59 |
|---|
| Item 5. | Other Information | 59 |
|---|
| Item 6. | Exhibits | 59 |
|---|
| | | |
|---|
| SIGNATURES | 63 | |
|---|
i
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of historical fact, included or incorporated in this report regarding, among other things, our management team’s expectations, hopes, beliefs, intentions or strategies regarding the future, are forward-looking statements. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.
Forward-looking statements contained in this Quarterly Report on Form 10-Q may include, but are not limited to, statements about:
| ● | our market opportunity and the potential growth of that market; |
| ● | our strategy, outcomes, and growth prospects; |
| ● | trends in our industry and markets; and |
| ● | the competitive environment in which we operate. |
Some of the factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include:
| ● | our failure to manage our growth effectively and our ability to achieve and maintain profitability; |
| ● | our failure to raise substantial additional funds in the future; |
| ● | our inability to adapt and respond effectively to rapidly changing technology, evolving industry standards and changing customer needs or requirements; |
| ● | our failure to penetrate new markets; |
| ● | commercial operational risks because of our reliance on technology; |
| ● | the potential for design or manufacturing defects with respect to our products; |
| ● | uncertain global macro-economic and political conditions, including the implementation of tariffs; |
| ● | disruptions in U.S. government operations and funding and budgetary priorities of the U.S. government; |
| ● | the failure of our information technology systems, physical or electronic security protections to prevent security breaches or unauthorized access; |
| ● | the scarcity or unavailability of critical components or raw materials used to manufacture our products; |
ii
| ● | the fluctuation of our operating results; |
| ● | adverse publicity stemming from any incident involving us, our competitors, or our customers; |
| ● | the failure to adequately protect our proprietary intellectual property rights; |
| ● | our inability to comply with our contractual obligations; |
| ● | evolving government laws and regulations; |
| ● | our inability to generate sufficient cash to service all of our indebtedness; |
| ● | our inability to attract and retain qualified personnel, including top technical talent; and |
| ● | the other factors set forth below under Item 1A. “Risk Factors.” |
There are a number of important factors that could cause our actual results to differ materially from those indicated or implied by forward-looking statements. These important factors include those set forth under Part I, Item 1A “Risk Factors” and in our other disclosures and filings with the SEC. These factors and the other cautionary statements made in this Quarterly Report on Form 10-Q should be read as being applicable to all related forward-looking statements whenever they appear in this Quarterly Report on Form 10-Q.
In addition, any forward-looking statements represent our estimates only as of the date that this Quarterly Report on Form 10-Q is filed with the SEC and should not be relied upon as representing our estimates as of any subsequent date. All forward-looking statements included in this Quarterly Report on Form 10-Q are made as of the date hereof and are expressly qualified in their entirety by this cautionary notice. We disclaim any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except as may be required by law.
iii
