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Nuburu, Inc.

For the period ended Jun 30, 2026. Filed Aug 14, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2026 · Filed Aug 14, 2026

BURU$0.20-8.4%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Condensed Consolidated Statements of Operations and Comprehensive Loss

Three Months EndedJune 30,Six Months EndedJune 30,
2026202520262025
Revenue (including $43,310 and nil for the three months ended June 30, 2026 and 2025, respectively, and $73,322 and nil for the six months ended June 30, 2026 and 2025, respectively, with related parties)$524,927$—$932,571$—
Cost of revenue903,496(4,538)1,556,256231,179
Gross loss(378,569)4,538(623,685)(231,179)
Operating expenses:
Research and development227,480—294,980184,563
Selling and marketing1,582,358526,9963,559,8831,070,333
General and administrative3,632,8934,095,2299,247,5796,174,034
Total operating expenses5,442,7314,622,22513,102,4427,428,930
Loss from operations(5,821,300)(4,617,687)(13,726,127)(7,660,109)
Non-operating income (loss):
Interest income5,97919,19443,57926,579
Interest expense (including nil and nil for the three months ended June 30, 2026 and 2025, respectively, and $67,737 and nil for the six months ended June 30, 2026 and 2025, respectively, with related parties)(3,093)(160,952)(74,305)(354,432)
Change in fair value of warrant liabilities829,415(16,986)12,225,675110,314
Loss on issuance of warrants and related costs(18,498)—(8,224,691)—
Change in fair value of debt393,246(1,422,895)8,672,492(1,166,373)
Loss on issuance of debt—(766,296)(11,661,274)(1,474,096)
Gain on initial recognition of Tekne Investment——84,000—
Change in fair value of investments(3,087,260)—(3,123,545)—
Gain on issuance of SYME Bonds (related party)——49,514—
Change in fair value of SYME Bonds (related party)95,206—62,168—
Change in fair value of contingent consideration (including $351,042 and nil for the three months ended June 30, 2026 and 2025, respectively, and $46,661 and nil for the six months ended June 30, 2026 and 2025, respectively, with related parties)(368,523)—(68,159)—
Change in fair value of derivative liability (including nil and nil for the three months ended June 30, 2026 and 2025, respectively, and $4,909,820 and nil for the six months ended June 30, 2026 and 2025, respectively, with related parties)——4,909,82037,900
Change in fair value of convertible notes receivable (including $174,100 and nil for the three months ended June 30, 2026 and 2025, respectively, and $393,100 and nil for the six months ended June 30, 2026 and 2025, respectively, with related parties)288,535(11,400)1,362,338(11,400)
Remeasurement of subscription for Orbit shares (related party)——1,189,837—
Remeasurement of Orbit equity method investment (related party)——(59,408)—
Change in fair value of SEPA liability1,244,414(260,507)1,473,349(260,507)
Loss on issuance of SEPA—(2,582,724)—(2,582,724)
SEPA fees and issuance costs(45,515)(1,075,000)(45,515)(1,075,000)
Loss on extinguishment of debt (including nil and nil for the three months ended June 30, 2026 and 2025, respectively, and nil and $27,139 for the six months ended June 30, 2026 and 2025, respectively, with related parties)—(1,375,819)—(6,873,335)
Gain on sale of intellectual property intangible assets———8,961,872
Loss on impairment of inventories, property and equipment and operating lease right-of-use asset———(6,064,823)
Interest expense recognized on remeasurement of preferred stock liability———(10,398,050)
Other income (loss), net11,53246,097(25,508)(52,216)
Loss before provision for income taxes(6,475,862)(12,224,975)(6,935,760)(28,836,400)
Income tax provision————
Net loss$(6,475,862)$(12,224,975)$(6,935,760)$(28,836,400)

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (CONTINUED)

Three Months EndedJune 30,Six Months EndedJune 30,
2026202520262025
Net loss$(6,475,862)$(12,224,975)$(6,935,760)$(28,836,400)
Other comprehensive income (loss):
Foreign currency translation adjustments40,917—67,340—
Defined benefit pension plan adjustments(6,076)—(5,172)—
Comprehensive loss$(6,441,021)$(12,224,975)$(6,873,592)$(28,836,400)
Net loss$(6,475,862)$(12,224,975)$(6,935,760)$(28,836,400)
Deemed dividend in connection with extinguishment of preferred stock through issuance of warrants(1,573,312)—(2,047,370)—
Reclassification of convertible preferred stock from mezzanine equity to liability———10,398,050
Deemed dividend in connection with modification of pre-funded warrants———(3,076,380)
Net loss available to common stockholders$(8,049,174)$(12,224,975)$(8,983,130)$(21,514,730)
Net loss per common share, basic and diluted (1)$(0.04)$(0.92)$(0.06)$(2.16)
Weighted-average common shares used to compute net loss per common share, basic and diluted (1)199,852,01713,283,472159,264,5859,974,164

(1)

Amounts for 2025 have been adjusted to reflect the 1-for-4.99 February 2026 Reverse Stock Split, as defined and further described in Note 2.

CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK, TEKNE SUBORDINATED CONVERTIBLE NOTE AND STOCKHOLDERS' EQUITY (DEFICIT) (UNAUDITED)

ConvertiblePreferred Stock · Common Stock
SharesAmountTekne Subordinated Convertible NoteShares (1)Amount (1)AdditionalPaid-inCapital (1)AccumulatedDeficitAccumulated Other Comprehensive IncomeTotalStockholders'Equity (Deficit)
Balance as of December 31, 20242,388,905$23,889,050$—4,062,974$406$93,969,693$(131,806,605)$—$(37,836,506)
Reclassification of convertible preferred stock from mezzanine equity to current liabilities(2,388,905)(23,889,050)————10,398,050—10,398,050
Contributions from related party—————110,000——110,000
Deemed dividend in connection with modification of pre-funded warrants—————(936)——(936)
Issuance of Common Stock to extinguish debt———3,116,4573124,389,939——4,390,251
Shares issued in connection with exercise of warrants———2,606,875261673——934
Stock-based compensation—————571,708——571,708
Net loss——————(16,611,425)—(16,611,425)
Balance as of March 31, 2025———9,786,30697999,041,077(138,019,980)—(38,977,924)
Issuance of Common Stock to extinguish debt———3,265,5193275,025,608——5,025,935
Issuance of Common Stock in connection with the SEPA commitment fee———267,05927545,282——545,309
Common Stock issued for services———767,57377599,923——600,000
Issuance of Common Stock from releases of restricted stock units———375—————
Restricted stock units withheld for tax withholdings———(110)—(173)——(173)
Stock-based compensation—————282,106——282,106
Net loss——————(12,224,975)—(12,224,975)
Balance as of June 30, 2025—$—$—14,086,722$1,410$105,493,823$(150,244,955)$—$(44,749,722)

CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK, TEKNE SUBORDINATED CONVERTIBLE NOTE AND STOCKHOLDERS' EQUITY (DEFICIT) (CONTINUED) (UNAUDITED)

ConvertiblePreferred Stock · Common Stock
Shares · Amount · Tekne Subordinated Convertible Note · Shares (1) · Amount (1) · AdditionalPaid-inCapital (1) · AccumulatedDeficit · Accumulated Other Comprehensive Income · TotalStockholders'Equity (Deficit)
Balance as of December 31, 2025—$—$—92,816,561$9,282$185,288,376$(200,479,831)$—$(15,182,173)
Shares issued in connection with exercise of warrants———35,238,4673,5233,063,260——3,066,783
Issuance of Common Stock in connection with the SEPA———11,019,9811,1022,149,734——2,150,836
Unsold Common Stock issued under the SEPA———3,300,000330(330)———
Issuance of Common Stock to extinguish debt———446,61445403,268——403,313
Issuance of Common Stock in connection with the February 2026 Offering, net of offering costs including fair value of the February 2026 Offering Placement Agent Warrants———11,699,2261,170183,848——185,018
Extinguishment of preferred stock through issuance of warrants——8,923,438——8,923,438
Deemed dividend in connection with extinguishment of preferred stock through issuance of warrants—————(474,058)——(474,058)
Issuance of Tekne Subordinated Convertible Note——928,000——————
Premium on issuance of Lyocon Convertible Notes——172,000——172,000
Gain on extinguishment of Orbit Preferred Obligation in excess of derivative liability fair value, recognized as a capital contribution (related party)—————784,807——784,807
Reclassification of derivative liability in connection with amendment to Orbit Preferred Obligation—————2,505,010——2,505,010
Stock-based compensation—————11,186——11,186
Foreign currency translation adjustments———————26,42326,423
Defined benefit pension plan adjustments———————904904
Common Stock issued for services———67,577758,976——58,983
Net loss——————(459,898)—(459,898)
Balance as of March 31, 2026—$—$928,000154,588,426$15,459$203,069,515$(200,939,729)$27,327$2,172,572
Issuance of Common Stock to extinguish debt———1,216,130121215,427——215,548
Shares issued in connection with exercise of warrants———32,907,6283,291939,899——943,190
Issuance of Common Stock in connection with the SEPA———45,175,4564,5189,086,267——9,090,785
Unsold Common Stock issued under the SEPA———6,666,667667(667)———
Extinguishment of preferred stock through issuance of warrants—————4,951,802——4,951,802
Deemed dividend in connection with the extinguishment of preferred stock—————(1,573,312)——(1,573,312)
Cancellation of shares of Common Stock———(5,347)(1)1———
Stock-based compensation—————9,755——9,755
Foreign currency translation adjustments———————40,91740,917
Defined benefit pension plan adjustments———————(6,076)(6,076)
Net loss——————(6,475,862)—(6,475,862)
Balance as of June 30, 2026—$—$928,000240,548,960$24,055$216,698,687$(207,415,591)$62,168$9,369,319

(1)

Amounts for 2025 have been adjusted to reflect the 1-for-4.99 February 2026 Reverse Stock Split, as defined and further described in Note 2.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.