ASTROTECH Corp
For the period ended Sep 30, 2025. Filed Nov 13, 2025.
View on SEC.govAbout 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.
Sep 30, 2025 · Filed Nov 13, 2025
ASTC$4.23+6.5%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-14.
0001437749-25-016623
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-13.
0001437749-25-034858
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe 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 73 previous paragraphs and 67 current paragraphs.
42 unchanged; 21 reworded; 4 added; 7 removed; 3 previous and 0 current paragraphs rearranged.
Tables are not compared: 7 previous and 4 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 (4)
Current report
In April 2025, we received a $429,000 purchase order for TRACER 1000™ explosive trace detectors ("ETDs") from Intuitive Research and Technology, a TSA approved contractor. In April 2025, we fulfilled the purchase order and sold six TRACER 1000 explosive detectors to Intuitive Research and Technology Corporation. This is the first TSA-approved sale of our TRACER 1000 ETD, which utilizes mass spectrometry technology, known for its accuracy and low false alarm rate.
Current report
On June 12, 2025, we sold the first sale and deployment of the TRACER 1000 Narcotic Trace Detector in Vietnam, by way of its subsidiary 1st Detect. This milestone marked a significant step in expanding the 1st Detect footprint across Southeast Asia and reinforces its commitment to enhancing narcotics trace detection inspection capabilities.
Current report
BreathTech, an exclusive licensee of ATI for use in breath analysis applications, has developed the BreathTest-1000™, a breath analysis tool to screen for VOC metabolites found in a person’s breath that could indicate they may have compromised condition. We believe that new tools to quickly identify the presence of a VOC metabolite could play an important role in detecting and containing airborne diseases.
Current report
Revenue – Total revenue increased by $260 thousand during the first quarter of fiscal year 2025, compared to the same period in 2024. This increase was primarily derived from recognition of grant revenue associated with the completion of milestones in Phases I and II, which contributed $230 thousand to total revenue. Additional revenue streams included training services and consumables both of which were higher than the prior year. Warranty revenue decreased by $12 thousand in the first quarter of fiscal year 2025, partially offsetting the overall increase.
Removed paragraphs (7)
Previous report
On January 23, 2025, we announced that 1 st Detect received a purchase order for its TRACER 1000™ ETDs from Intuitive Research and Technology Corporation a TSA contractor. The purchase order was valued at $429 thousand and was recognized as revenue during the three months ended March 31, 2025.
Previous report
BreathTech Corporation (“BreathTech”) is an exclusive licensee of ATI for use in breath analysis applications. In October 2020, we entered into a Joint Development Agreement with The Cleveland Clinic Foundation (“CCF JDA”) to develop a rapid breath test for coronavirus infection or related indicators using BreathTech’s license for the AMS Technology and collection of data through a clinical study. The CCF JDA expired on April 30, 2025.
Previous report
Revenue – Total revenue increased by $484 thousand during the third quarter of fiscal year 2025, compared to the third quarter of fiscal year 2024. In the third quarter of fiscal year 2025, revenue was primarily derived from sales of our TRACER 1000, a government grant and ongoing consumable and recurring maintenance services of the TRACER 1000. In the third quarter of fiscal year 2024, revenue was primarily derived from ongoing consumables and recurring maintenance services of the TRACER 1000. The increase in revenue is the result of selling more devices during the third quarter of fiscal year 2025 than were sold in the third quarter of fiscal year 2024.
Previous report
Nine months ended March 31, 2025, compared to nine months ended March 31, 2024:
Previous report
Revenue – Total revenue decreased by $761 thousand during the nine months ended March 31, 2025, compared to the nine months ended March 31, 2024. In the nine months ended March 31, 2025, revenue was primarily derived from sales of our TRACER 1000, a government grant and ongoing consumable and recurring maintenance services of the TRACER 1000. In the nine months ended March 31, 2024, revenue was primarily derived from sales of our TRACER 1000 along with ongoing consumable and recurring maintenance services of the TRACER 1000. The decrease in revenue is the result of selling fewer devices during fiscal year 2025 compared to fiscal year 2024.
Previous report
Cost of Revenue– Gross profit is comprised of revenue less cost of revenue. Our costs of revenue include materials, overhead, warranty expenses, shipping, and labor. Cost of revenue decreased by $439 thousand during the nine months ended March 31, 2025, compared to the nine months ended March 31, 2024, primarily due to a decrease in device sales. Gross margin increased by 3% during the nine months ended March 31, 2025, compared to the nine months ended March 31, 2024. This increase was primarily due to the device sales in fiscal year 2025 having a higher margin compared to the device sales in fiscal year 2024. In addition, grant revenue had a minimal cost of revenue and lower costs of revenue due to a sales mix. These factors resulted in an increase in gross margin.
Previous report
Other Income and Expense, net– Other income and expense, net decreased $333 thousand during the nine months ended March 31, 2025, compared to the nine months ended March 31, 2024, due to less investments earning interest income.
Reworded paragraphs (21)
Previous wording
Our mission is to expand access to mass spectrometry (“MS”) and its use through the deployment of devices designed specifically for the appropriate levels of precision required in high-volume, real-time testing environments such as airports, border checkpoints, cargo hubs, infrastructure security, correctional facilities, military bases, law enforcement centers, and industrial locations. We achieve our mission through simplifying the user interface, automating the complicated calibration process, ruggedizing the critical components to endure MS field work, and enabling multiple configurations for sample intake options.
Current wording
Our mission encompasses the advancement of both mass spectrometry and gas chromatography, two powerful analytical techniques that together enable precise detection and identification of chemical compounds across a wide range of high-demand environments. We aim to expand access to mass spectrometry and its use through the deployment of devices designed specifically for the appropriate levels of precision required in high-volume, real-time testing environments such as airports, border checkpoints, cargo hubs, infrastructure security, correctional facilities, military bases, law enforcement centers, and industrial locations. We are introducing our new line of products that are ultra-portable, on-site, rugged environmental testing instruments, featuring our proprietary ATi Gas Chromatography Column ("GC") and ATi Mass Spectrometer Technology ("MS") to achieve our mission through simplifying the user interface, ruggedizing the critical components to endure MS/GC field work, and enabling multiple configurations for sample intake options.The Astrotech Mass Spectrometer Technology™ and ATi GC platforms achieve our mission through simplifying the user interface, automating the complicated calibration process, ruggedizing the critical components to endure MS/GC field work, and enabling multiple configurations for sample intake options.
Previous wording
ATI owns and licenses the AMS Technology, the platform MS technology originally developed by 1st Detect. The AMS Technology has been designed to be less expensive, smaller, and easier to use when compared to traditional mass spectrometers. Unlike other technologies, the AMS Technology works under ultra-high vacuum, which eliminates competing molecules, yielding higher resolution and fewer false alarms. The intellectual property includes 16 patents granted along with extensive trade secrets. With several diverse market opportunities for our core technology, ATI is structured to license our intellectual property for different fields of use. ATI currently licenses the AMS Technology to our wholly-owned subsidiaries on an exclusive basis, including to 1st Detect for use in security and detection applications, to AgLAB for use in the agriculture application, to BreathTech for use in breath analysis applications to Pro-Control for use in production applications and EN-SCAN, Inc. for use for on-site, real-time air, water and soil analysis.
Current wording
Astrotech Technologies, Inc. ("ATI") owns and licenses the AMS Technology, the platform MS technology originally developed by 1st Detect. The AMS Technology has been designed to be inexpensive, smaller, and easier to use when compared to traditional mass spectrometers. Unlike other technologies, the AMS Technology works under ultra-high vacuum, which eliminates competing molecules, yielding higher resolution and fewer false alarms. The intellectual property includes 16 patents granted along with extensive trade secrets. With a number of diverse market opportunities for our core technology, ATI is structured to license our intellectual property for different fields of use. ATI currently licenses the AMS Technology to our four wholly-owned subsidiaries on an exclusive basis.
Previous wording
1st Detect Corporation (“1 st Detect”), a licensee of ATI for security and detection applications, has developed the TRACER 1000™, the world’s first MS based explosives trace detector (“ETD”) certified by the European Civil Aviation Conference (“ECAC”) and approved by the Transportation Security Administration (“TSA”) for air cargo. The TRACER 1000 was designed to outperform the ETDs currently used at airports, cargo, other secured facilities, and borders worldwide. We believe that ETD customers are unsatisfied with currently deployed ETD technology, which is driven by ion mobility spectrometry (“IMS”). We further believes that some IMS-based ETDs have issues with false positives, as they often misidentify personal care products and other common household chemicals as explosives, causing facility shutdowns, unnecessary delays, frustration, and significant wasted security resources. In addition, there are hundreds of different types of explosives, but IMS-based ETDs have a very limited threat detection library reserved only for those few explosives of largest concern. Adding additional compounds to the detection library of an IMS-based ETD fundamentally reduces the instrument’s performance, further increasing the likelihood of false alarms. In contrast, adding additional compounds to the TRACER 1000’s detection library does not degrade its detection capabilities, as it has an extensive and easily expandable threat library.
Current wording
1st Detect Corporation (“1 st Detect”), a licensee of ATI for security and detection applications, has developed the TRACER 1000™, the world’s first MS based explosives trace detector (“ETD”) certified by the European Civil Aviation Conference (“ECAC”) and approved by the U.S. Transportation Security Administration (“TSA”) for air cargo. The TRACER 1000 was designed to outperform the ETDs currently used at airports, cargo and other secured facilities, and borders worldwide. We believe that ETD customers are unsatisfied with the currently deployed ETD technology, which is driven by ion mobility spectrometry (“IMS”). We further believe that some IMS-based ETDs have issues with false positives, as they often misidentify personal care products and other common household chemicals as explosives, causing facility shutdowns, unnecessary delays, frustration, and significant wasted security resources. In addition, there are hundreds of different types of explosives, but IMS-based ETDs have a very limited threat detection library reserved only for those few explosives of largest concern. Adding additional compounds to the detection library of an IMS-based ETD fundamentally reduces the instrument’s performance, further increasing the likelihood of false alarms. In contrast, adding additional compounds to the TRACER 1000’s detection library does not degrade its detection capabilities, as it has an extensive and easily expandable threat library.
Previous wording
We obtained ECAC certification in 2019 which allows us to sell the TRACER 1000 to airport and cargo security customers in the European Union and certain other countries. We currently sell the TRACER 1000 to customers who accept ECAC certification. As of March 31, 2025, we have the TRACER 1000 in approximately 32 locations in 15 countries throughout the United States of America, Europe and Asia.
Current wording
We obtained ECAC certification in 2019 which allows us to sell the TRACER 1000 to airport and cargo security customers in the European Union and certain other countries. We currently sell the TRACER 1000 to customers who accept ECAC certification. As of September 30, 2025, we have the TRACER 1000 in approximately 34 locations in 16 countries throughout the United States of America, Europe and Asia.
Previous wording
In June of 2024, the TSA approved 1st Detect’s TRACER 1000 for the Air Cargo Security Technology List, which advanced the TRACER 1000 to Stage II testing, and permits air cargo companies in the United States to use our equipment in their operations. During Stage II testing, we are conducting field trials with the TSA. If field trials are successful, the TRACER 1000 will be added to the “qualified” list.
Current wording
In June 2024, the TSA approved 1st Detect’s TRACER 1000 for the Air Cargo Security Technology List, which advanced the TRACER 1000 to Stage II testing, and permits air cargo companies in the United States to use our equipment in their operations. During Stage II testing, we are conducting field trials with the TSA. If field trials are successful, the TRACER 1000 will be added to the “qualified” list.
Previous wording
We are currently accepting orders for the TRACER 1000 ETD and narcotics trace detector (“NTD”) which are listed in the U.S. General Services Administration (“GSA”) IT Schedule 70 under Contract No. GS-35F-250GA with SRI Group LLC, Special Item Number 334290. The TRACER 1000 ETD and NTD are high-performance laboratory instruments capable of rapid detection of trace levels of explosive and narcotic compounds in seconds. The TRACER 1000 ETD and NTD both provide a ruggedized platform that can be applied across various markets including airports, border security, checkpoint, cargo, and infrastructure security, correctional facilities, military, and law enforcement.
Current wording
We are currently accepting orders for the TRACER 1000 ETD and NTD which are listed in the United States General Services Administration ("GSA") IT Schedule 70 under Contract No. GS-35F-250GA with SRI Group LLC, Special Item Number 334290. The TRACER 1000 ETD and NTD are high-performance laboratory instruments capable of rapid detection of trace levels of explosive and narcotic compounds in seconds. The TRACER 1000 ETD and NTD both provide a ruggedized platform that can be applied across various markets including airports, border security, checkpoint, cargo and infrastructure security, correctional facilities, military, and law enforcement. IT Schedule 70 is a long-term contract issued by the GSA to commercial technology vendors that allows sales to the United States federal government, one of the largest buyers of goods and services in the world.
Previous wording
On January 14, 2025, our wholly owned subsidiary, 1st Detect Corporation, announced that it has been awarded research and development contract 70RSAT24CB0000015 with the U.S. Department of Homeland Security (“DHS”) to research, develop and mature the TRACER 1000 for DHS next generation explosives trace detection.
Current wording
On January 14, 2025, our wholly owned subsidiary, 1st Detect Corporation, announced that it has been awarded research and development contract 70RSAT24CB0000015 with the United States Department of Homeland Security ("DHS") to research, develop and mature the TRACER 1000 for DHS next generation explosives trace detection.
Previous wording
On March 10, 2025, we announced the TRACER 1000 NTD has been configured to screen for a range of synthetic opiates and novel psychoactive substances delivering accuracy and speed to counter the global drug crisis.
Current wording
On March 10, 2025, we announced the launch of the enhanced TRACER 1000 Narcotic Trace Detector ("TRACER 1000 NTD"). This innovative mobilized mass spectrometer is specifically configured to screen for the full range of synthetic opiates and novel psychoactive substances ("NPS") delivering accuracy and speed to counter the global drug crisis.
Previous wording
In conjunction with the CCF JDA, BreathTech entered into an Investigator-Initiated Study Agreement with The Cleveland Clinic Foundation (“CCF IISA”), effective March 31, 2021, to expand the application of breath analysis by collecting and studying the gaseous portion of exhaled breath for markers of lung and systemic diseases. The pilot study concluded and the CCF IISA terminated in accordance with its terms on February 7, 2025. We believe additional studies will be required to continue exploration of technologies which may provide non-invasive methods of monitoring and studying lung and systemic diseases.
Current wording
In conjunction with the CCF JDA, BreathTech entered into an Investigator-Initiated Study Agreement ("CCF IISA") with The Cleveland Clinic Foundation (“Cleveland Clinic”), effective March 31, 2021, to expand the application of breath analysis by collecting and studying the gaseous portion of exhaled breath for markers of lung and systemic diseases. The pilot study concluded and the CCF IISA terminated in accordance with its terms on February 7, 2025. We currently have no active or anticipated studies with Cleveland Clinic under the CCF JDA. In addition, we have satisfied all payment obligations under the CCF JDA. We believe additional studies would be required to continue exploration of technologies which may provide non-invasive methods of monitoring and studying lung and systematic diseases.
Previous wording
We believe commercialization of this application with the AMS Technology will require many years and significant investment due to regulatory requirements and have determined to deploy capital instead to our other subsidiaries. We are also exploring how the advancements and knowledge derived from our research on the BreathTech use case can be applied in our other existing and potential new business units.
Current wording
We believe commercialization of this application with the AMS Technology would require many years and significant investment due to regulatory requirements. As such, we have determined to deploy capital instead to our other subsidiaries. We are also exploring how the advancements and knowledge derived from our research on the BreathTech use case can be applied in our other existing and potential new business units.
Previous wording
The discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with United States Generally Accepted Accounting Principles. The preparation of these financial statements requires us to make estimates and judgments that directly affect the reported amounts of assets, liabilities, revenues, expenses, and related disclosure of contingent assets and liabilities in the Company’s consolidated financial statements and accompanying notes. A critical accounting estimate is one that involves a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on our financial condition or results of operations. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Management continuously evaluates its critical accounting policies and estimates, including those used in evaluating the recoverability of long-lived assets, recognition of revenue, valuation of inventory, and the recognition and measurement of loss contingencies, if any. Actual results may differ from these estimates under different assumptions or conditions. We believe that the following accounting policies require us to make significant judgments and estimates in the preparation of our consolidated financial statements.
Current wording
The discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with United States Generally Accepted Accounting Principles ("U.S. GAAP"). The preparation of these financial statements requires us to make estimates and judgments that directly affect the reported amounts of assets, liabilities, revenues, expenses, and related disclosure of contingent assets and liabilities in our Company’s consolidated financial statements and accompanying notes. A critical accounting estimate is one that involves a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on our financial condition or results of operations. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Management continuously evaluates its critical accounting policies and estimates, including those used in evaluating the recoverability of long-lived assets, recognition of revenue, valuation of inventory, and the recognition and measurement of loss contingencies, if any. Actual results may differ from these estimates under different assumptions or conditions. We believe that the following accounting policies require us to make significant judgments and estimates in the preparation of our consolidated financial statements.
Previous wording
Cost of Revenue– Gross profit is comprised of revenue less cost of revenue. Our costs of revenue include materials, overhead, warranty expenses, shipping, and labor. Cost of revenue increased by $255 thousand during the third quarter of fiscal year 2025, compared to the third quarter of fiscal year 2024, primarily due to the increase in device sales. Gross margin increased by 28% in the third quarter of fiscal year 2025, compared to the third quarter of fiscal year 2024. The device sales in fiscal year 2025 had a higher margin compared to the device sales in fiscal year 2024 which resulted in an increase in gross margin.
Current wording
Cost of Revenue– Gross profit is comprised of revenue less cost of revenue. Our costs of revenue include materials, overhead, warranty expenses, shipping, and labor. Cost of revenue increased by $84 thousand during the first quarter of fiscal year 2025 compared to the same period in 2024. This increase reflects costs associated with fulfilling grant related milestones and warranty expenses. Gross margin increased by 37% in the first quarter of fiscal year 2025 compared to the same period in 2024, primarily due to shift in revenue mix toward higher margin grant revenue and consumables.
Previous wording
Operating Expenses – Operating expenses increased $563 thousand, or 15.9%, during the third quarter of fiscal year 2025, compared to the third quarter of fiscal year 2024. Significant changes to operating expenses include the following:
Current wording
Operating Expenses – Operating expenses increased $87 thousand, or 2.4%, during the first quarter of fiscal year 2025, compared to the first quarter of fiscal year 2024. Significant changes to operating expenses include the following:
Previous wording
Other Income and Expense, net– Other income and expense, net decreased $145 thousand during the third quarter of fiscal year 2025, compared to the third quarter of fiscal year 2024, due to less investments earning interest income.
Current wording
Other Income and Expense, net– Other income and expense, net decreased $279 thousand during the first quarter of fiscal year 2025, compared to the first quarter of fiscal year 2024, due to lower dividend income and a realized loss on securities.
Previous wording
As of March 31, 2025, we held cash and cash equivalents of $2.8 million, and our working capital was approximately $22.1 million. As of June 30, 2024, we had cash and cash equivalents of $10.4 million, and our working capital was approximately $32.2 million. Cash and cash equivalents decreased $7.6 million as of March 31, 2025, compared to June 30, 2024, due to funding our operating losses.
Current wording
As of September 30, 2025, we held cash and cash equivalents of $2.7 million, and our working capital was approximately $16.3 million. As of June 30, 2025, we had cash and cash equivalents of $3.1 million, and our working capital was approximately $19.5 million. Cash and cash equivalents decreased $0.6 million as of September 30, 2025, compared to June 30, 2025, due to funding our operating losses offset by proceeds from short-term investments.
Previous wording
Cash used in operating activities increased $3.4 million for the nine months ended March 31, 2025, compared to the** **nine months ended March 31, 2024, due to increased use of cash to fund operating losses and working capital.
Current wording
Cash used in operating activities increased $250 thousand for the three months ended September 30, 2025, compared to the** **three months ended September 30, 2024, due to increased use of cash to fund operating losses and working capital.
Previous wording
Cash provided by investing activities increased $1.5 million for the nine months ended March 31, 2025, compared to the** **nine months ended March 31, 2024, due primarily to selling short-term time deposit investments.
Current wording
Cash provided by investing activities increased $3.3 million for the three months ended September 30, 2025, compared to the** **three months ended September 30, 2024, due primarily to selling short-term time deposit investments.
Previous wording
Cash used in financing activities was slightly lower for the nine months ended March 31, 2025, compared to the nine months ended March 31, 2024.
Current wording
Cash used in financing activities was slightly lower for the three months ended September 30, 2025, compared to the three months ended September 30, 2024, due primarily to reduced payments for financing obligations.
Previous wording
The Company’s effective tax rate is 0% for income tax for the nine months ended March 31, 2025, and the Company expects that its effective tax rate for the full fiscal year 2025 will be 0%. Based on the weight of available evidence, including net cumulative losses and expected future losses, the Company has determined that it is more likely than not that its U.S. federal and state deferred tax assets will not be realized and therefore a full valuation allowance has been provided on the U.S. federal and state net deferred tax assets.
Current wording
The Company’s effective tax rate is 0% for income tax for the three months ended September 30, 2025 and the Company expects that its effective tax rate for the full fiscal year 2026 will be 0%. Based on the weight of available evidence, including net cumulative losses and expected future losses, the Company has determined that it is more likely than not that its U.S. federal and state deferred tax assets will not be realized and therefore a full valuation allowance has been provided on the U.S. federal and state net deferred tax assets.
Previous wording
The Company recognizes the financial statement effects of a tax position when it becomes more likely than not, based upon the technical merits, that the position will be sustained upon examination. The Company currently has approximately $593 thousand of uncertain tax positions as of March 31, 2025, all of which are accounted as contra-deferred tax assets. The Company does not expect any significant changes to its uncertain tax positions in the coming 12 months.
Current wording
The Company recognizes the financial statement effects of a tax position when it becomes more likely than not, based upon the technical merits, that the position will be sustained upon examination. The Company currently has approximately $763 thousand of uncertain tax positions as of September 30, 2025, all of which are accounted as contra-deferred tax assets. The Company does not expect any significant changes to its uncertain tax positions in the coming 12 months.
Previous wording
There is a $1 thousand provision for state minimum tax expense during the nine months ended March 31, 2025. There was $2 thousand provision for income taxes during the nine months ended March 31, 2025.
Current wording
There was no income tax expense during the three months ended September 30, 2025. There was a $1 thousand provision for income taxes during the three months ended September 30, 2024.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
IT Schedule 70 is a long-term contract issued by the GSA to commercial technology vendors that allows sales to the U.S. federal government, one of the largest buyers of goods and services in the world.
Previous report — wording carried elsewhere
Selected consolidated financial data for the nine months ended March 31, 2025, and 2024 is as follows:
Previous report — wording carried elsewhere
Operating Expenses – Operating expenses increased $1.6 million, or 14.6%, during the nine months ended March 31, 2025, compared to the nine months ended March 31, 2024. Significant changes to operating expenses include the following: