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PARKERVISION INC

For the period ended Mar 31, 2025. Filed May 13, 2025.

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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.

Mar 31, 2025 · Filed May 13, 2025

PRKR$0.12+4.6%Stored close · as of Jun 30, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-09-30; filed 2024-11-13.

0001437749-24-034894

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

Current report: 10-Q

Period ended 2025-03-31; filed 2025-05-13.

0001437749-25-016431

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 34 previous paragraphs and 30 current paragraphs.

18 unchanged; 11 reworded; 1 added; 5 removed; 0 previous and 0 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 (1)

Current report

The increase in litigation fees and expenses for the three months ended March 31, 2025 is primarily the result of fees incurred to support our cert petition to the U.S. Supreme Court which was denied in March 2025. The increase in consulting and public relations fees for the three months ended March 31, 2025 is primarily due to third party services to support our social media public awareness campaign, financial advisory and shareholder relations fees, and fees for the engagement of a consultant by our compensation committee to benchmark executive compensation. The increase in accounting fees is the result of a change in accounting firms in late 2024.
Removed paragraphs (5)

Previous report

On September 6, 2024, the U.S. Court of Appeals for the Federal Circuit ("CAFC") issued it opinion, ruling in our favor on each of the issues we appealed and remanding the case back to the Middle District of Florida (Orlando) where the case will be reopened.

Previous report

Subsequent to September 30, 2024, our convertible debt was reduced by an aggregate of approximately $0.64 million as a result of conversions, at the option of the debt holders, into shares of our common stock at conversion prices ranging from $0.10 to $0.25. In addition, we received proceeds of approximately $0.14 million from the exercise of outstanding options.

Previous report

Our selling, general and administrative expenses decreased by approximately $11.7 million, or 82.7%, during the nine months ended September 30, 2024 when compared to the same period in 2023. This is primarily the result of an $10.9 million decrease in litigation fees and expenses, a $0.4 million decrease in compensation expense, including share-based compensation, and a $0.3 million decrease in consulting expenses.

Previous report

The increase in litigation fees and expenses for the three months ended September 30, 2024 is the result of the settlement of a contingent obligation. The decrease in litigation fees and expenses for the nine months ended September 30, 2024 is the result of contingent legal fees and expenses recognized in 2023 in conjunction with the confidential patent license and settlement agreement reached in February 2023.

Previous report

The decrease in our compensation expense for the nine months ended September 30, 2024 is the result of bonuses paid and share-based awards issued to employees and executives in 2023. As of September 30, 2024, we had$0.1 million of total unrecognized compensation cost related to non-vested share-based compensation awards that is expected to be recognized over a period of approximately 0.7 years. The decrease in consulting fees for the nine months ended September 30, 2024 is primarily due to decisions not to continue or extend prior consulting arrangements as a result of changes in business strategy.
Reworded paragraphs (11)

Previous wording

We used cash for operations of approximately $2.1 million for the nine months ended September 30, 2024 and generated cash from operations of $11.5 million for the nine months ended September 30, 2023. The decrease in cash generated from operations from 2023 to 2024 is primarily due to proceeds received from the patent license and settlement agreement entered into in February 2023, net of contingent legal fees and expenses paid.

Current wording

We used cash for operations of approximately $1.8 million and $0.8 for the three months ended March 31, 2025 and 2024, respectively. The increase in cash used for operations from 2024 to 2025 is primarily due to accrued bonuses paid and increases in legal, accounting and other third-party professional fees for services during the three months ended March 31, 2025.

Previous wording

At September 30, 2024, we had cash and cash equivalents of approximately $0.8 million, an accumulated deficit of $445.5 million, and a working capital deficit of $1.5 million. At September 30, 2024, we had $2.4 million in current liabilities, including approximately $1.1 million in convertible debt that matures over the next twelve months. In addition, a significant amount of future proceeds that we may receive from our patent enforcement and licensing programs will first be utilized to repay borrowings and legal fees and expenses under our contingent funding arrangements. These circumstances raise substantial doubt about our ability to continue to operate as a going concern for a period of one year following the issue date of these condensed consolidated financial statements.

Current wording

At March 31, 2025, we had cash and cash equivalents of approximately $3.3 million, an accumulated deficit of $452.0 million, and working capital of $0.6 million. At March 31, 2025, we had $2.9 million in current liabilities, including approximately $1.6 million in convertible debt that matures over the next twelve months. In addition, a significant amount of future proceeds that we may receive from our patent enforcement and licensing programs will first be utilized to repay borrowings and legal fees and expenses under our contingent funding arrangements. These circumstances raise substantial doubt about our ability to continue to operate as a going concern for a period of one year following the issue date of these condensed consolidated financial statements.

Previous wording

Approximately $0.64 million in convertible notes, including accrued interest thereon, were converted by the holders into shares of our common stock subsequent to September 30, 2024, and all of our remaining convertible notes have conversion prices that are substantially below the market price of our common stock as of September 30, 2024. We anticipate that all of our outstanding convertible notes will be converted by the holders prior to their scheduled maturity dates. However, even with the anticipated conversions of our convertible debt, our current capital resources are not sufficient to meet our liquidity needs for the next twelve months and we will be required to seek additional capital. Our ability to meet our liquidity needs for the next twelve months is dependent upon (i) our ability to successfully negotiate licensing agreements and/or settlements relating to the use of our technologies by others in excess of our contingent payment obligations, (ii) our ability to control operating costs, and/or (iii) our ability to obtain additional debt or equity financing. We expect that proceeds received by us from patent enforcement actions and technology licenses over the next twelve months may not alone be sufficient to cover our working capital requirements.

Current wording

Our convertible notes have conversion prices that are substantially below the market price of our common stock as of March 31, 2025. While we anticipate that all of our outstanding convertible notes will be converted by the holders prior to their scheduled maturity dates, conversion is at the option of the holder and there can be no assurance that the holders will convert prior to maturity. Even with the anticipated conversions of our convertible debt, our current capital resources are not sufficient to meet our liquidity needs for the next twelve months and we may be required to seek additional capital. Our ability to meet our liquidity needs for the next twelve months is dependent upon (i) our ability to successfully negotiate licensing agreements and/or settlements relating to the use of our technologies by others in excess of our contingent payment obligations, (ii) our ability to control operating costs, (iii) the exercise behavior of our convertible note holders, and/or (iv) our ability to obtain additional debt or equity financing. We expect that proceeds received by us from patent enforcement actions and technology licenses over the next twelve months may not alone be sufficient to cover our working capital requirements.

Previous wording

Our working capital decreased approximately $1.8 million from December 31, 2023 to September 30, 2024. This decrease in working capital is primarily the result of cash used in operations during the nine months ended September 30, 2024.

Current wording

Our working capital decreased approximately $2.1 million from December 31, 2024 to March 31, 2025. This decrease in working capital is primarily the result of cash used in operations during the three months ended March 31, 2025 as well as $1.1 million of additional convertible notes due to mature in the next twelve months.

Previous wording

Our long-term liabilities increased $8.5 million from December 31, 2023 to September 30, 2024, primarily due to an overall increase in the estimated fair value our contingent payment obligations of $8.9 million. Refer to "Change in Fair Value of Contingent Payment Obligations" below.

Current wording

Our long-term liabilities increased $1.1 million from December 31, 2024 to March 31, 2025, primarily due to a $2.5 million increase in the estimated fair value our contingent payment obligations, partially offset by the conversion of $0.2 million of convertible notes to equity and the reclassification from long-term to current liabilities of $1.1 million of convertible notes that mature within the next twelve months. Refer to "Change in Fair Value of Contingent Payment Obligations" below.

Previous wording

Results of Operations for the Three and Nine Months Ended September 30, 2024 and 2023

Current wording

Results of Operations for the Three Months Ended March 31, 2025 and 2024

Previous wording

We reported no licensing revenue for the three and nine months ended September 30, 2024 or the three months ended September 30, 2023. Licensing revenue was $25.0 million for the nine months ended September 30, 2023, resulting from a patent license and settlement agreement entered into in February 2023. The parties' performance obligations were met in February 2023 and we recognized revenue at that time. Cost of sales for the three and nine months ended September 30, 2024 and 2023 consists of amortization expense related to the patents covered under license agreements. Revenue resulting from our patent enforcement actions is highly unpredictable with respect to the amount and timing of receipt, and there can be no assurance that we will achieve our anticipated results.

Current wording

We reported no licensing revenue for the three months ended March 31, 2025 and 2024. Cost of sales for the three months ended March 31, 2025 and 2024 consists of amortization expense related to the patents covered under license agreements. Revenue resulting from our patent enforcement actions is highly unpredictable with respect to the amount and timing of receipt, and there can be no assurance that we will achieve our anticipated results.

Previous wording

Our selling, general and administrative expenses increased by less than $0.1 million, or 8.4%, during the three months ended September 30, 2024 when compared to the same period in 2023. This is primarily the result of a $0.1 million increase in litigation fees and expenses.

Current wording

Our selling, general and administrative expenses increased by $0.5 million, or 60.8%, during the three months ended March 31, 2025 when compared to the same period in 2024. This is primarily the result of a $0.1 million increase in litigation fees and expenses, a $0.3 million increase in consulting and public relations expenses, and a $0.1 million increase in accounting fees.

Previous wording

We have elected to measure our secured and unsecured contingent payment obligations at fair value which is based on significant unobservable inputs. We estimated the fair value of our secured contingent payment obligations using a probability-weighted income approach based on the estimated present value of projected future cash outflows using a risk-adjusted discount rate. Increases or decreases in the significant unobservable inputs could result in significant increases or decreases in fair value. Generally, changes in fair value are a result of changes in estimated amounts and timing of projected future cash flows due to increases in funded amounts, passage of time, and changes in the probabilities based on the status of the funded actions.

Current wording

We have elected to measure our secured and unsecured contingent payment obligations at fair value which is based on significant unobservable inputs. We estimated the fair value of our secured and unsecured contingent payment obligations using a probability-weighted income approach based on the estimated present value of projected future cash outflows using a risk-adjusted discount rate. Increases or decreases in the significant unobservable inputs could result in significant increases or decreases in fair value. Generally, changes in fair value are a result of changes in estimated amounts and timing of projected future cash flows due to increases in funded amounts, passage of time, and changes in the probabilities based on the status of the funded actions.

Previous wording

For the three months ended September 30, 2024 and 2023, we recorded aggregate increases in the fair value of our secured and unsecured contingent payment obligations of approximately $9.7 million and $2.9 million, respectively. For the nine months ended September 30, 2024, we recorded an aggregate increase in the fair value of our secured and unsecured contingent payment obligations of approximately $9.0 million compared to an aggregate decrease of $0.2 million for the nine months ended September 30, 2023. The change in fair value for the three and nine months ended September 30, 2024 was primarily the result of changes in the estimated amounts and timing of projected future cash flows due to changes in probabilities and time frames based on the status of various patent infringement actions, particularly as a result of the favorable CAFC decision received in September 2024 that remanded the Qualcomm case back to district court.

Current wording

For the three months ended March 31, 2025, we recorded an aggregate increase in the fair value of our secured and unsecured contingent payment obligations of approximately $2.5 million compared to an aggregate decrease of $0.2 million for the three months ended March 31, 2024. The change in fair value for the three months ended March 31, 2025 was primarily the result of changes in the estimated amounts of projected future cash outflows due to increases in accrued interest on our secured contingent payment obligation and increases in the net present value of our obligations as a result of decreases in the risk-free rates of return.

Previous wording

As of September 30, 2024, we had outstanding warrants to purchase approximately 7.7 million shares of our common stock. The estimated grant date fair value of these warrants of approximately $3.2 million is included in shareholders’ deficit in our condensed consolidated balance sheets. The outstanding warrants have a weighted average exercise price of $0.95 per share and a weighted average remaining life of approximately 0.8 years.

Current wording

As of March 31, 2025, we had outstanding warrants to purchase approximately 9.7 million shares of our common stock. The estimated grant date fair value of these warrants of approximately $3.0 million is included in shareholders’ deficit in our condensed consolidated balance sheets. The outstanding warrants have a weighted average exercise price of $0.97 per share and a weighted average remaining life of approximately 2.6 years.