SOUNDTHINKING, INC.

Current report

There are no material changes to the risk factors set forth in Part I, Item 1A, Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2025.

Current report

None.

Previous report

Investing in our common stock involves a high degree of risk. You should consider carefully the risks and uncertainties described below, together with all of the other information in this report, including our consolidated financial statements and related notes, before deciding whether to purchase shares of our common stock. If any of the following risks is realized, our business, operating results, financial condition and prospects could be materially and adversely affected. In that event, the price of our common stock could decline, and you could lose part or all of your investment. Moreover, the risks described below are not the only ones that we face. Additional risks not presently known to us or that we currently deem immaterial may also affect our business, operating results, prospects or financial condition. You should carefully consider these risk factors, together with all of the other information included in this Quarterly Report on Form 10-Q as well as our other publicly available filings with the SEC.

Previous report

Summary of Risk Factors

Previous report

Investing in our common stock involves risks, including those discussed in this section. These risks include, among others:

Previous report

If our business does not grow as we expect, or if we fail to manage our growth effectively, our operating results and business prospects would suffer.

Previous report

Any interruptions or delays in service from our third-party providers could impair our ability to make our solutions available to our customers, resulting in customer dissatisfaction, damage to our reputation, loss of customers, limited growth and reduction in revenue.

Previous report

If we are unable to sell our solutions into new markets, our revenues may not grow.

Previous report

Our success depends on maintaining and increasing our sales, which depends on factors we cannot control, including the availability of funding to our customers.

Previous report

Our quarterly results of operations may fluctuate significantly due to a wide range of factors, which makes our future results difficult to predict.

Previous report

Because we generally recognize our subscription revenues ratably over the term of our contract with a customer, fluctuations in sales will not be fully reflected in our operating results until future periods.

Previous report

We have not been profitable in the past and may not achieve or maintain profitability in the future.

Previous report

We may require additional capital to fund our business and support our growth, and our inability to generate and obtain such capital on acceptable terms, or at all, could harm our business, operating results, financial condition and prospects.

Previous report

Contracting with government entities can be complex, expensive, and time-consuming.

Previous report

If we are unable to further penetrate the public safety market, our revenues may not grow.

Previous report

Our sales cycle can be lengthy, time-consuming and costly, and our inability to successfully complete sales could harm our business.

Previous report

Changes in the availability of federal funding to support local law enforcement efforts could impact our business.

Previous report

The failure of our solutions to meet our customers’ expectations could harm our reputation, which may have a material adverse effect on our business, operating results and financial condition.

Previous report

Real or perceived false positive gunshot alerts or failure or perceived failure to generate alerts for actual gunfire or missed weapon detection could adversely affect our customers and their operations, damage our brand and reputation and adversely affect our growth prospects and results of operations.

Previous report

The nature of our business may result in undesirable press coverage or other negative publicity, which could adversely affect our growth prospects and results of operations.

Previous report

Economic uncertainties or downturns, or political changes, could limit the availability of funds available to our existing and potential customers, which could materially and adversely affect our business.

Previous report

The nature of our business exposes us to inherent liability risks.

Previous report

As a result of our use of outdoor acoustic sensors and cameras, we are subject to governmental regulation and other legal obligations, particularly related to data privacy, data protection and information security, and our actual or perceived failure to comply with such obligations could harm our business. Compliance with such laws could impair our efforts to maintain and expand our customer base, and thereby decrease our revenues.

Previous report

Failure to protect our intellectual property rights could adversely affect our business.

Previous report

Systems and Organizations Controls 2 (“SOC2”), Criminal Justice Information Services (“CJIS”) and Health Insurance Portability and Accountability Act (“HIPAA”) requirements could potentially cause obligations that we are not able to completely perform which could adversely affect our reputation and sales, as well as the availability of our solutions in certain markets.

Previous report

Cyber-attacks, malicious internet-based activity, online and offline fraud, and other similar activities threaten the confidentiality, integrity, and availability of our sensitive information and information technology systems, and those of the third parties upon which we rely. These attacks could materially disrupt our systems and operations, supply chain, and ability to produce, sell and distribute our products and services.

Previous report

Ongoing social unrest may have a material adverse effect on our business, the future magnitude or duration of which we cannot predict with accuracy.

Previous report

Risks Related to Our Growth

Previous report

If our business does not grow as we expect, or if we fail to manage our growth effectively, our operating results and business prospects would suffer.

Previous report

Our ability to successfully grow our business depends on a number of factors including our ability to:

Previous report

accelerate our acquisition of new customers;

Previous report

further sell expansions of coverage areas to our existing customers;

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expand our international footprint;

Previous report

expand into new vertical markets, such as precision policing, and security solutions, healthcare and casino gaming;

Previous report

expand into new markets in conjunction with new regulations in California requiring weapons detection systems in hospitals;

Previous report

increase awareness of the benefits that our solutions offer;

Previous report

maintain our competitive and technology leadership position; and

Previous report

manage our business successfully through macroeconomic pressures, such as the imposition of tariffs, inflation, rising interest rates, and past and potential future disruptions in access to bank deposits and lending commitments due to bank failures, and any resulting impact on economic conditions, including conditions impacting the availability of funding for our public safety solutions.

Previous report

As usage of our solutions grows, we will need to continue to make investments to develop and implement new or updated solutions, technologies, security features and cloud-based infrastructure operations. In addition, we will need to appropriately scale our internal business systems and our services organization, including the suppliers of our detection equipment and customer support services, to serve our growing customer base. Any failure of, or delay in, these efforts could impair the performance of our solutions and reduce customer satisfaction.

Previous report

Further, our growth could increase quickly and place a strain on our managerial, operational, financial and other resources, and our future operating results depend to a large extent on our ability to successfully manage our anticipated expansion and growth. To manage our growth successfully, we will need to continue to invest in sales and marketing, research and development, and general and administrative functions and other areas. We are likely to recognize the costs associated with these investments earlier than receiving some of the anticipated benefits, and the return on these investments may be lower, or may develop more slowly, than we expect, which could adversely affect our operating results. For example, we have recently made significant investments in AI to enhance our public safety solutions but we will likely not be able to receive the anticipated benefits from this investment for a period of time.

Previous report

If we are unable to manage our growth effectively, we may not be able to take advantage of market opportunities or develop new solutions or upgrades to our existing solutions, satisfy customer requirements, maintain the quality and security of our solutions or execute on our business plan, any of which could have a material adverse effect on our business, operating results and financial condition.

Previous report

Our quarterly results of operations may fluctuate significantly due to a wide range of factors, which makes our future results difficult to predict.