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DUKE Robotics Corp.

For the period ended Jun 30, 2026. Filed Aug 13, 2026.

View on SEC.gov

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 13, 2026

DUKR$3.01+4.0%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-20.

0001213900-26-059275

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-13.

0001213900-26-088727

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 35 previous paragraphs and 42 current paragraphs.

17 unchanged; 15 reworded; 5 added; 2 removed; 1 previous and 5 current paragraphs rearranged.

Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (5)

Current report

On June 7, 2026, our Board of Directors (the “Board”) approved the appointment of Mr. Yiftach Kleinman as our Chief Executive Officer, effective upon the commencement of his employment with the Company, which is expected to occur no later than September 8, 2026. Upon effectiveness, the Board will relieve Mr. Yossi Balucka from his role as Chief Executive Officer of the Company. Mr. Balucka will continue serving as the Company’s President.

Current report

Revenues. Revenues for the three months ended June 30, 2026, amounted to $149,000, compared to $143,000 in revenues during the three months ended June 30, 2025. The increase in revenues is attributable to an increase in revenues from our IC Drone insulator cleaning activities.

Current report

Revenues. Revenues for the six months ended June 30, 2026 amounted to $149,000, compared to $143,000 in revenues during the six months ended June 30, 2025. The increase in revenues is attributable to an increase in revenues from our IC Drone insulator cleaning activities.

Current report

Financing expenses, net, were $206,000 for the six months ended June 30, 2026, compared to financing expenses, net, of less than $1,000 for the same period in 2025, primarily reflecting non-cash mark-to-market changes on the warrant liability issued in the Company's December 2025 private placement. Following the March 2026 amendment extending the term of those warrants to May 2031, the warrant liability was remeasured upward during the first quarter of 2026, resulting in a mark-to-market loss. Upon completion of the Company's May 2026 underwritten public offering, the warrants were remeasured a final time and reclassified from liability to equity, resulting in a mark-to-market gain in the second quarter that partially offset the first-quarter loss.

Current report

As a result of the Offering, we issued 22,595 shares of common stock as a result of the make whole provision contained in the warrants issued to investors in the December 2025 private placement.
Removed paragraphs (2)

Previous report

On May 14, 2026, the Company entered into a warrant agency agreement with Equiniti Trust Company LLC (“Equiniti”), appointing Equiniti as Warrant Agent for the Warrants.

Previous report

Revenues. During the three months ended March 31, 2026 and 2025 we had no revenues, given that our IC Drone services to the IEC are seasonal in their nature (spring to fall seasons).
Reworded paragraphs (15)

Previous wording

On August 15, 2022, Duke Israel introduced the Insulator Cleaning (“IC”) Drone, a drone technology for conducting routine maintenance of critical infrastructure, and has signed an agreement with Israel Electric Corporation Ltd. (the “IEC”) to provide drone-enabled systems for cleaning electric utility cable insulators. During October 2023, we completed our obligations under the agreement with the IEC. This was followed in August 2024, by a new agreement with the IEC to utilize our innovative IC Drone system for cleaning electric utility cable insulators. On May 12, 2025, we announced the successful commencement of our 2025 insulator cleaning activity in Israel with the IEC under our previously announced service agreement. On June 10, 2025, we announced the launch of our next-generation IC Drone System - the ICDS2 - representing a significant technological advancement in our innovative utility maintenance drone solution. The ICDS2 features several key technological advancements over its predecessor, featuring extended flight time, higher payload capacity, enhanced stability, advanced radar and improved cleaning durability. It has been successfully deployed at the start of the insulator cleaning season in May 2025, marking a full-season operational timeline compared to 2024’s mid-season commencement.

Current wording

On August 15, 2022, Duke Israel introduced the Insulator Cleaning (“IC”) Drone, a drone technology for conducting routine maintenance of critical infrastructure, and has signed an agreement with Israel Electric Corporation Ltd. (the “IEC”) to provide drone-enabled systems for cleaning electric utility cable insulators. During October 2023, we completed our obligations under the agreement with the IEC. This was followed in August 2024, by a new agreement with the IEC to utilize our innovative IC Drone system for cleaning electric utility cable insulators. On May 12, 2025, we announced the successful commencement of our 2025 insulator cleaning activity in Israel with the IEC under our previously announced service agreement. On June 10, 2025, we announced the launch of our next-generation IC Drone System - the ICDS2 - representing a significant technological advancement in our innovative utility maintenance drone solution. The ICDS2 features several key technological advancements over its predecessor, featuring extended flight time, higher payload capacity, enhanced stability, advanced radar and improved cleaning durability. It has been successfully deployed at the start of the insulator cleaning season in May 2025, marking a full-season operational timeline compared to 2024’s mid-season commencement. On June 2, 2026, we announced the successful commencement of our 2026 IC Drone season with the IEC, under the expanded service agreement. The 2026 cleaning season is being executed with a materially broader operational footprint than any prior season, encompassing a substantially larger volume of high-voltage insulators serviced and an increased number of active field crews deploying the Company’s ICDS2.

Previous wording

On May 14, 2026, we entered into an underwriting agreement (the “Underwriting Agreement”) with Maxim Group LLC, as representative of the several underwriters identified therein (the “Underwriters”), relating to the public offering (the “Offering”) of 1,125,000 units, with each unit consisting of one share of our common stock, par value $0.0001 (the “Shares”), and warrants to purchase one share of our common stock (the “Warrants”) at an exercise price of $8.60 per share, exercisable for a period of five years, subject to certain adjustments and cashless exercise provisions. The combined price public offering price per Unit was $8.20. Under the terms of the Underwriting Agreement, we granted the Underwriters an option, exercisable for 45 days following the closing of the Offering, to purchase up to an additional 168,750 shares of common stock and/or Warrants to purchase 168,750 shares of common stock to cover over-allotments, if any. On May 15, 2026, the Underwriter partially exercised its over-allotment option with respect to Warrants to purchase 168,750 shares of common stock.

Current wording

On May 14, 2026, we entered into an underwriting agreement (the “Underwriting Agreement”) with Maxim Group LLC, as representative of the several underwriters identified therein (the “Underwriters”), relating to the public offering (the “Offering”) of 1,125,000 units, with each unit consisting of one share of our common stock, par value $0.0001 (the “Shares”), and warrants to purchase one share of our common stock (the “Warrants”) at an exercise price of $8.60 per share, exercisable for a period of five years, subject to certain adjustments and cashless exercise provisions. The combined price public offering price per unit was $8.20. Under the terms of the Underwriting Agreement, we granted the Underwriters an option, exercisable for 45 days following the closing of the Offering, to purchase up to an additional 168,750 shares of common stock and/or Warrants to purchase 168,750 shares of common stock to cover over-allotments, if any. On May 15, 2026, the Underwriter partially exercised its over-allotment option with respect to Warrants to purchase 168,750 shares of common stock. On May 18, 2026, we closed the Offering, as well as the partial exercise of the over-allotment option, and issued the Shares and Warrants, resulting in aggregate gross proceeds of approximately $9,225,000, before deducting underwriting discounts and commissions and estimated offering expenses.

Previous wording

Cost of revenues. Our cost of revenues expenses for the three months ended March 31, 2026, amounted to $33,000, compared to $8,000 for the three months ended March 31, 2025. The cost of revenues mainly consists of depreciation expenses and other operational costs associated with our agreements with the IEC as detailed above. The increase in cost of revenues was primarily attributed to the growth in our IC Drone service activities.

Current wording

Cost of revenues. Our cost of revenues for the three months ended June 30, 2026, amounted to $91,000, compared to $55,000 in cost of revenues for the three months ended June 30, 2025. The cost of revenues mainly consists of depreciation expenses and other operational costs associated with our agreements with the IEC as detailed above. The increase in cost of revenues was primarily attributed to an increase in depreciation expenses and operational readiness costs incurred in advance of the 2026 cleaning season.

Previous wording

Research and Development. Our research and development expenses for the three months ended March 31, 2026, amounted to $29,000, compared to $22,000 for the three months ended March 31, 2025. The increase in research and development expenses was mainly due to continued improvements to the insulator washing system.

Current wording

Research and Development. Our research and development expenses for the three months ended June 30, 2026, amounted to $32,000 compared to $24,000 for the three months ended June 30, 2025. The increase in research and development expenses was mainly due to continued improvements to our insulator washing system.

Previous wording

*General and Administrative.*Our general and administrative expenses for the three months ended March 31, 2026, which consisted primarily of professional services, such as accounting, auditing, stock-based compensation expenses, insurance costs, consulting and legal services, amounted to $451,000, compared to $258,000 for the three months ended March 31, 2025. The increase in general and administrative expenses for the three months ended March 31, 2026 was mainly due to an increase in professional services attributable to strategic consulting and advisory board compensation expenses, as well as in stock-based compensation expenses, attributable to equity awards granted in March 2026.

Current wording

General and Administrative. Our general and administrative expenses for the three months ended June 30, 2026, which consisted primarily of professional services, such as accounting, auditing, stock-based compensation expenses, insurance costs, consulting and legal services, amounted to $954,000, compared to $314,000 for the three months ended June 30, 2025. The increase in general and administrative expenses for the three months ended June 30, 2026 was mainly due to an increase of approximately $445,000 in professional services attributable to one-time expenses related to our Nasdaq uplisting and the associated Offering described below, as well as an increase in other professional services, such as strategic consulting and advisory board compensation expenses and stock-based compensation expenses, attributable to equity awards granted in March 2026.

Previous wording

Financial Income (expenses), net. For the three months ended March 31, 2026, we had financial expenses of $408,000 compared to financial income of $9,000 for the three months ended March 31, 2025. The reason for the increase in financial expenses, was mainly attributable to the modification of the terms of certain warrant agreements, which resulted in a change in the warrant liability.

Current wording

Financial Income (expenses), net. For the three months ended June 30, 2026, we had financial income of $202,000 compared to financial expenses of $9,000 for the three months ended June 30, 2025.The increase in financial income for the three months ended June 30, 2026, was mainly attributable to a $195,000 gain resulting from the change in fair value of certain warrants due their make-whole provision included in the warrants, which resulted in a change in the warrant liability. Following our Offering, such provision was eliminated and the Company does not anticipate additional change in the warrants fair value.

Previous wording

Net Loss. We incurred a net loss of $921,000 for the three months ended March 31, 2026, compared to a net loss of $279,000 for the three months ended March 31, 2025, for the reasons set forth above.

Current wording

Net Loss. We incurred a net loss of $726,000 for the three months ended June 30, 2026, as compared to a net loss of $269,000 for the three months ended June 30, 2025, for the reasons set forth above.

Previous wording

We had $475,000 in cash on March 31, 2026, versus $1,014,000 in cash on March 31, 2025. The reason for the decrease in our cash balance was due to the operating expenses described above. Cash used in operations for the three months ended March 31, 2026, was $517,000 as compared to cash used in operations of $218,000 for the three months ended March 31, 2025. The reason for the increase in cash used in operations is mainly related to the increase in our operating expenses described above.

Current wording

We had $6,951,000 in cash on June 30, 2026 versus $581,000 in cash on June 30, 2025. The primary reason for the increase in our cash balance was due to net proceeds received from our May 2026 public offering of $7,263,000, as well as proceeds from issuance of shares under our December 30, 2025, securities purchase agreements partially offset by operating expenses described above. Cash used in operations for the six months ended June 30, 2026 was $1,283,000 as compared to cash used in operations of $578,000 for the six months ended June 30, 2025. The reason for the increase in cash used in operations is mainly related to one-time expenses related to our Nasdaq uplisting and the associated Offering and increase in our operating expenses described above.

Previous wording

Net cash used in investing activities was $0 for the three months ended March 31, 2026, compared to net cash used in investing activities of $25,000 for the three months ended March 31, 2025.

Current wording

Net cash used in investing activities was $0 for the six months ended June 30, 2026, as compared to net cash used in investing activities of $96,000 for the six months ended June 30, 2025.

Previous wording

Net cash provided by financing activities was $275,000 for the three months ended March 31, 2026, compared to net cash used in investing activities of $0 for the three months ended March 31, 2025. The reason for the increase is related to proceeds from share issuance.

Current wording

Net cash provided by financing activities was $7,524,000 for the six months ended June 30, 2026, compared to net cash used in investing activities of $0 for the six months ended June 30, 2025. The reason for the increase is related to proceeds received from our May 18, 2026 public offering of $7,263,000 as well as proceeds from issuance of shares under our December 30, 2025, securities purchase agreements.

Previous wording

Since our inception we and Duke have funded our operations through equity and debt financing, bank loans, loans provided by shareholders and demonstration projects of its technology to potential customers.

Current wording

Since our inception we and Duke have funded our operations through equity and debt financing, bank loans, loans provided by shareholders, demonstration projects of its technology to potential customers and providing our ICD services to the IEC.

Previous wording

As of March 31, 2026 and March 31, 2025, the outstanding balances of such stockholders’ loans were $332,000 and $324,000, respectively.

Current wording

As of June 30, 2026 and June 30, 2025, the outstanding balances of such stockholders’ loans were $334,000 and $326,000, respectively.

Previous wording

On December 30, 2025, we entered into securities purchase agreements with seven (7) non-U.S. investors, pursuant to which we, in a private placement offering, agreed to issue and sell to the investors an aggregate of: (i) 83,338 shares of our common stock at a price of $9.00 per share); and (ii) warrants to purchase 83,338 shares of common stock. The warrants have an exercise price of $16.25 per share, are exercisable immediately and expire on November 30, 2026, subject to extension to May 30, 2028 if a public offering or other qualifying financing of at least $2,500,000 has not occurred prior to such date. In addition, the securities purchase agreement contains a make whole provision that provides for the investors to receive additional shares of Common Stock in the event that we consummates a firm-commitment underwritten public offering on a major stock exchange by November 30, 2026 at a price per share (after giving effect to a 20% discount) that is less than the Purchase Price. The aggregate gross proceeds from the offering were approximately $750,000 and the offering closed on January 6, 2026. Proceeds from the offering were used for general corporate purposes and working capital, including supporting our operational and commercialization initiatives. On March 10, 2026, we entered into an additional Warrant Amendment Agreement with the Investors pursuant to which we extended the term of the warrants, to expire on May 1, 2031.

Current wording

On December 30, 2025, we entered into securities purchase agreements with seven (7) non-U.S. investors, pursuant to which we, in a private placement offering, agreed to issue and sell to the investors an aggregate of: (i) 83,338 shares of our common stock at a price of $9.00 per share); and (ii) warrants to purchase 83,338 shares of common stock. The warrants have an exercise price of $16.25 per share, are exercisable immediately and expire on November 30, 2026, subject to extension to May 30, 2028 if a public offering or other qualifying financing of at least $2,500,000 has not occurred prior to such date. In addition, the securities purchase agreement contains a make whole provision that provides for the investors to receive additional shares of Common Stock in the event that we consummate a firm-commitment underwritten public offering on a major stock exchange by November 30, 2026 at a price per share (after giving effect to a 20% discount) that is less than the Purchase Price. The aggregate gross proceeds from the offering were approximately $750,000 and the offering closed on January 6, 2026. Proceeds from the offering were used for general corporate purposes and working capital, including supporting our operational and commercialization initiatives. On March 10, 2026, we entered into an additional Warrant Amendment Agreement with the Investors pursuant to which we extended the term of the warrants, to expire on May 1, 2031.

Previous wording

On May 14, 2026, we entered into the Underwriting Agreement with the Underwriters relating to the the Offering of 1,125,000 units, with each unit consisting of one share of our common stock and warrants to purchase one share of our common stock at an exercise price of $8.60 per share, exercisable for a period of five years, subject to certain adjustments and cashless exercise provisions. The combined price public offering price per unit was $8.20. Under the terms of the Underwriting Agreement, we granted the Underwriters an option, exercisable for 45 days following the closing of the Offering, to purchase up to an additional 168,750 shares of common stock and/or Warrants to purchase 168,750 shares of common stock to cover over-allotments, if any. On May 15, 2026, the Underwriter partially exercised its over-allotment option with respect to Warrants to purchase 168,750 shares of common stock.

Current wording

On May 14, 2026, we entered into the Underwriting Agreement with the Underwriters relating to the Offering of 1,125,000 units, with each unit consisting of one share of our common stock and warrants to purchase one share of our common stock at an exercise price of $8.60 per share, exercisable for a period of five years, subject to certain adjustments and cashless exercise provisions. The combined price public offering price per unit was $8.20. Under the terms of the Underwriting Agreement, we granted the Underwriters an option, exercisable for 45 days following the closing of the Offering, to purchase up to an additional 168,750 shares of common stock and/or Warrants to purchase 168,750 shares of common stock to cover over-allotments, if any. On May 15, 2026, the Underwriter partially exercised its over-allotment option with respect to Warrants to purchase 168,750 shares of common stock.

Previous wording

We currently believe that our existing capital resources will be sufficient to support our operating for the next twelve months.

Current wording

We currently believe that our existing capital resources will be sufficient to support our operating for beyond the next twelve months.
Rearranged current paragraphs (5)

Current report — wording carried from elsewhere

Comparison of the six months ended June 30, 2026 and 2025

Current report — wording carried from elsewhere

Cost of revenues. Our cost of revenues for the six months ended June 30, 2026, amounted to $124,000, compared to $63,000 for the six months ended June 30, 2025. The cost of revenues mainly consists of depreciation expenses and other operational costs associated with our agreements with the IEC as detailed above. The increase in cost of revenues was primarily attributable to an increase in depreciation expenses and operational readiness costs incurred in advance of the 2026 cleaning season.

Current report — wording carried from elsewhere

Research and Development. Our research and development expenses for the six months ended June 30, 2026, amounted to $61,000 compared to $45,000 for the six months ended June 30, 2025. The increase in research and development expenses was mainly due to continued improvements to our insulator washing system.

Current report — wording carried from elsewhere

General and Administrative. Our general and administrative expenses for the six months ended June 30, 2026, which consisted primarily of professional services, such as accounting, auditing, stock-based compensation expenses, insurance costs, consulting and legal services, amounted to $1,405,000, compared to $573,000 for the six months ended June 30, 2025. The increase in general and administrative expenses for the six months ended June 30, 2026 was mainly due to an increase of approximately $445,000 in professional services attributable to one-time expenses related to our Nasdaq uplisting and the associated Offering described below, as well as an increase in other professional services, such as strategic consulting and advisory board compensation expenses and stock-based compensation expenses, attributable to equity awards granted in March 2026.

Current report — wording carried from elsewhere

Net Loss. We incurred a net loss of $1,647,000 for the six months ended June 30, 2026, as compared to a net loss of $548,000 for the six months ended June 30, 2025, for the reasons set forth above.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

On May 18, 2026, we closed the Offering, as well as the partial exercise of the over-allotment option, and issued the Shares and Warrants, resulting in aggregate gross proceeds of approximately $9,225,000, before deducting underwriting discounts and commissions and estimated offering expenses.