LIQUIDMETAL TECHNOLOGIES INC
For the period ended Dec 31, 2025. Filed Mar 12, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 12, 2026
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What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2024-12-31; filed 2025-03-13.
0001437749-25-007519
Item 7. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-K
Period ended 2025-12-31; filed 2026-03-12.
0001437749-26-007965
Item 7. 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 62 previous paragraphs and 63 current paragraphs.
41 unchanged; 17 reworded; 3 added; 4 removed; 0 previous and 2 current paragraphs rearranged.
Tables are not compared: 10 previous and 5 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 (3)
Current report
We are a materials technology and manufacturing company focused on the development and commercialization of products made from proprietary amorphous alloys and/or utilizing proprietary amorphous alloy manufacturing technologies. In addition to developing our own manufacturing facility through our subsidiary in China, we work with third-party manufacturing and commercial partners to develop and commercial products made from our proprietary amorphous alloys.
Current report
Hangzhou Feifeng Liquidmetal Co., Ltd. Joint Venture
Current report
On July 4, 2025, Liquidmetal Asia Holdings Limited (“Liquidmetal Asia”), a Hong Kong incorporated wholly owned subsidiary, entered into a shareholders agreement with Mr. Chong Liu, an individual investor to form a new joint venture company named Hangzhou Feifeng Liquidmetal Co. Ltd., a limited liability company formed under the Peoples Republic of China (the “Joint Venture Company”). The Joint Venture Company was formed for the principal purpose of developing a manufacturing facility in Hangzhou, China for the manufacture of amorphous metal products. The Joint Venture Company will be owned 70% by Liquidmetal Asia and 30% by Mr. Liu and will be capitalized with $6.0 million USD of initial capital, of which $4,200 has been contributed by Liquidmetal Asia, and $1,800 will be contributed by Mr. Liu on or before May 25, 2028. This Joint Venture Company will have full manufacturing capabilities in 2026.
Removed paragraphs (4)
Previous report
We are a materials technology company that works with manufacturing and commercial partners to develop and commercialize products made from our proprietary amorphous alloys. Our Liquidmetal® family of alloys consists of a variety of proprietary bulk alloys and composites that utilize the advantages offered by amorphous alloy technology. We design, develop, and sell custom products and parts from bulk amorphous alloys to customers in various industries. We also partner with third-party manufacturers and licensees to develop and commercialize Liquidmetal alloy products.
Previous report
Liquidmetal Golf License
Previous report
Eutectix Business Development Agreement
Previous report
On January 31, 2020, the Company entered into a Business Development Agreement (the “Agreement”) with Eutectix LLC, a Delaware limited liability company (“Eutectix”), which provided for collaboration, joint development efforts, and the manufacturing of products based on the Company’s proprietary amorphous metal alloys. Under the Agreement, the Company licensed to Eutectix specified equipment owned by the Company, including two injection molding machines, two diecasting machines, and other machines and equipment, all of which will be used to make product for Company customers and Eutectix customers. The Company also licensed to Eutectix various patents and technical information related to the Company’s proprietary technology. The Agreement expired in January 2025.
Reworded paragraphs (17)
Previous wording
On January 12, 2022, Liquidmetal Technologies entered into a manufacturing agreement (“Manufacturing Agreement”) with Dongguan Yihao Metal Materials Technology Co. Ltd. (“Yihao”) to become the primary outsourced manufacturer of the Company’s products. Under the Manufacturing Agreement, which has a term of five years, Yihao has agreed to serve as a non-exclusive contract manufacturer for amorphous alloy parts offered and sold by the Company at prices determined on a “cost-plus” basis. Yihao is an affiliate of Dongguan Eontec Co. Ltd. and Professor Lugee Li, our Chairman and largest beneficial owner of the Company’s capital stock.
Current wording
On January 12, 2022, Liquidmetal Technologies entered into a manufacturing agreement (“Manufacturing Agreement”) with Dongguan Yihao Metal Materials Technology Co. Ltd. (“Yihao”) to become an outsourced manufacturer of the Company’s products. Under the Manufacturing Agreement, which has a term of five years, Yihao has agreed to serve as a non-exclusive contract manufacturer for amorphous alloy parts offered and sold by the Company at prices determined on a “cost-plus” basis. Yihao is an affiliate of Dongguan Eontec Co. Ltd. and Professor Lugee Li, our Chairman and largest beneficial owner of the Company’s capital stock.
Previous wording
On January 23, 2020, 20321 Valencia, LLC, a Delaware limited liability company and our wholly owned subsidiary, entered into a lease agreement (the “Facility Lease”) pursuant to which we leased to MatterHackers, Inc., a Delaware corporation (“Tenant”), an approximately 32,534 square foot portion of the Facility. The lease term is for 5 years and 2 months and is scheduled to expire on April 30, 2025. The base rent payable under the Facility Lease is $32,534 per month initially and is subject to periodic increases up to a maximum of approximately $54,000 per month. Tenant will pay approximately 79% of common operating expresses. The Facility Lease has other customary provisions, including provisions relating to default and usage restrictions. The Facility Lease grants to Tenant a right to extend the lease for one additional 60-month period at market rental value.
Current wording
On January 23, 2020, 20321 Valencia, LLC, a Delaware limited liability company and our wholly owned subsidiary, entered into a lease agreement pursuant to which we leased to MatterHackers, Inc., a Delaware corporation (“Tenant”), an approximately 32,534 square foot portion of the Facility. The lease term was for 5 years and 2 months and expired on April 30, 2025. The base rent payable under the lease was $33 per month initially and was subject to periodic increases up to a maximum of approximately $54 per month. Tenant paid approximately 79% of common operating expenses.
Previous wording
On March 10, 2016, we entered into a Securities Purchase Agreement (the “2016 Purchase Agreement”) with Liquidmetal Technology Limited, a Hong Kong company (the “Investor”), which is controlled by our Chairman, Professor Lugee Li (“Professor Li”). The 2016 Purchase Agreement provided for the purchase by the Investor of a total of 405,000,000 shares of our common stock for an aggregate purchase price of $63,400. The transaction occurred in multiple closings, with the Investor having purchased 105,000,000 shares at a purchase price of $8,400 (or $0.08 per share) at the initial closing on March 10, 2016, and the remaining 200,000,000 shares at $0.15 per share and 100,000,000 shares at $0.25 per share for an aggregate purchase price of $55,000 on October 26, 2016. On October 10, 2024, the Investor sold 179,787,888 to various buyers leaving 225,212,112 shares of our common stock owned by the Investor as of December 31, 2024.
Current wording
On March 10, 2016, we entered into a Securities Purchase Agreement (the “2016 Purchase Agreement”) with Liquidmetal Technology Limited, a Hong Kong company (the “Investor”), which is controlled by our Chairman, Professor Lugee Li (“Professor Li”). The 2016 Purchase Agreement provided for the purchase by the Investor of a total of 405,000,000 shares of our common stock for an aggregate purchase price of $63,400. The transaction occurred in multiple closings, with the Investor having purchased 105,000,000 shares at a purchase price of $8,400 (or $0.08 per share) at the initial closing on March 10, 2016, and the remaining 200,000,000 shares at $0.15 per share and 100,000,000 shares at $0.25 per share for an aggregate purchase price of $55,000 on October 26, 2016. On October 10, 2024, the Investor sold 179,787,888 to various buyers leaving 226,572,262 shares of our common stock owned by the Investor as of December 31, 2025.
Previous wording
In addition to the shares issuable under the 2016 Purchase Agreement, we issued to the Investor a warrant to acquire 10,066,809 shares of common stock (of which the right to exercise 2,609,913 of the warrant shares vested on March 10, 2016 and the right to exercise the remaining 7,456,896 warrant shares vested on October 26, 2016, all at an exercise price of $0.07 per share). The warrant will expire on the tenth anniversary of its issuance date.
Current wording
In addition to the shares issuable under the 2016 Purchase Agreement, we issued to the Investor a warrant to acquire 10,066,809 shares of common stock. The warrant expired on March 10, 2026.
Previous wording
Revenue. Total revenue increased by $350 to $860 for the year ended December 31, 2024 from $510 for the year ended December 31, 2023. The increase was attributable to an increase in product shipments primarily related to the launch of health monitoring rings and medical devices utilizing our technology.
Current wording
Revenue. Total revenue decreased by $76 to $784 for the year ended December 31, 2025 from $860 for the year ended December 31, 2024. The decrease was attributable to a decrease in product shipments primarily related to our health monitoring rings and medical devices.
Previous wording
Cost of sales. Cost of sales was $643, or 74.8% of total revenue, for the year ended December 31, 2024, as compared to $361, or 70.8% of total revenue, for the year ended December 31, 2023. Our cost of sales percentages have fluctuated and may continue to fluctuate based on production volumes and quoted production prices per unit and may not be representative of our future business. Once we are able to sustain and increase shipments of routine, commercial products and parts through our contract manufacturers, we expect our cost of sales percentages to decrease, stabilize, and be more predictable.
Current wording
Cost of sales. Cost of sales was $554, or 70.7% of total revenue, for the year ended December 31, 2025, as compared to $643, or 74.8% of total revenue, for the year ended December 31, 2024. Our cost of sales percentages have fluctuated and may continue to fluctuate based on production volumes and quoted production prices per unit and may not be representative of our future business. Once we are able to sustain and increase shipments of routine, commercial products and parts through our contract manufacturers, we expect our cost of sales percentages to decrease, stabilize, and be more predictable.
Previous wording
*Gross profit.*Our gross profit increased by $68 from $149 for the year ended December 31, 2023 to $217 for the year ended December 31, 2024. Our gross margin percentage decreased from 29.2% for the year ended December 31, 2023 to 25.2% for the year ended December 31, 2024. Our gross profit percentages have fluctuated and may continue to fluctuate based on production volumes and quoted production prices per unit and may not be representative of our future business. Once we are able to sustain and increase shipments of routine, commercial products and parts through future orders to third party contract manufacturers, we expect our gross profit percentages to stabilize, increase, and be more predictable.
Current wording
*Gross profit.*Our gross profit increased by $13 from $217 for the year ended December 31, 2024 to $230 for the year ended December 31, 2025. Our gross margin percentage increased from 25.2% for the year ended December 31, 2024 to 29.3% for the year ended December 31, 2025. Our gross profit percentages have fluctuated and may continue to fluctuate based on production volumes and quoted production prices per unit and may not be representative of our future business. Once we are able to sustain and increase shipments of routine, commercial products and parts through future orders to third party contract manufacturers, we expect our gross profit percentages to stabilize, increase, and be more predictable.
Previous wording
Selling, marketing, general, and administrative expenses. Selling, marketing, general, and administrative expenses increased by $297 to $3,511, or 408.3% of revenue, for the year ended December 31, 2024 from $3,214, or 630.2% of revenue, for the year ended December 31, 2023. The increase in expenses was primarily attributable to increase in audit and tradeshow expenses in 2024 compared to 2023.
Current wording
Selling, marketing, general, and administrative expenses. Selling, marketing, general, and administrative expenses increased by $447 to $3,958, or 504.8% of revenue, for the year ended December 31, 2025 from $3,511, or 408.3% of revenue, for the year ended December 31, 2024. The increase in expenses was primarily attributable to increase in travel, legal expenses, and joint venture startup costs in 2025 compared to 2024.
Previous wording
Research and development expenses. Research and development expenses decreased by $1 to $19, or 2.2% of revenue, for the year ended December 31, 2024, from $20, or 3.9% of revenue, for the year ended December 31, 2023. The decrease in expense was mainly due to reductions in employee compensation and associated development initiatives from headcount reductions. Going forward, we will continue to perform research and development of new Liquidmetal alloys and related processing capabilities, albeit on a reduced basis.
Current wording
Research and development expenses. Research and development expenses decreased by $5 to $14, or 1.8% of revenue, for the year ended December 31, 2025, from $19, or 2.2% of revenue, for the year ended December 31, 2024. The decrease in expense was mainly due to reductions in employee compensation and associated development initiatives from headcount reductions. Going forward, we will continue to perform research and development of new Liquidmetal alloys and related processing capabilities, albeit on a reduced basis.
Previous wording
*Operating loss.*Operating loss increased by $228 from $3,085 for the year ended December 31, 2023 to $3,313 for the year ended December 31, 2024. Fluctuations in our operating loss are primarily attributable to variations in operating expenses, as discussed above.
Current wording
*Operating loss.*Operating loss increased by $429 from $3,313 for the year ended December 31, 2024 to $3,742 for the year ended December 31, 2025. Fluctuations in our operating loss are primarily attributable to variations in operating expenses, as discussed above.
Previous wording
*Investment income.*Investment income relates to realized gains earned from our investments in debt securities for the respective periods. Investment income was $266 and $330 for the years ended December 31, 2024 and 2023, respectively. The decrease during 2024 is primarily due to higher overall yields on debt securities as a result of an increase in overall interest rate increases by the government and holding onto debt securities until maturity.
Current wording
*Investment income.*Investment income relates to realized gains earned from our investments in debt securities for the respective periods. Investment income was $102 and $266 for the years ended December 31, 2025 and 2024, respectively. The decrease during 2025 is primarily due to lower overall trading on debt securities as a result of withdrawals from debt securities to fund our new joint venture.
Previous wording
*Interest income.*Interest income relates to interest earned from our cash deposits and investments in debt securities for the respective periods. Interest income was $870 and $286 for the years ended December 31, 2024 and 2023, respectively. The increase during 2024 is primarily due to higher overall yields on debt securities as a result of an increase in overall interest rate increases by the government in 2024 and 2023.
Current wording
*Interest income.*Interest income relates to interest earned from our cash deposits and investments in debt securities for the respective periods. Interest income was $649 and $870 for the years ended December 31, 2025 and 2024, respectively. The decrease during 2025 is primarily due to lower overall yields on debt securities as a result of withdrawals from debt securities to fund our new joint venture.
Previous wording
*Lease income.*Lease income relates to straight-line rental income received under the Facility Lease. Such amounts were $355 and $378 for the years ended December 31, 2024 and 2023, respectively.
Current wording
*Lease income.*Lease income relates to straight-line rental income received under the Facility Lease. Such amounts were $641 and $355 for the years ended December 31, 2025 and 2024, respectively.
Previous wording
*Net loss.*Our annual net losses of $1,511 for the year ended December 31, 2024 and $2,048 for the year ended December 31, 2023 are primarily reflective of operating expenses associated with our on-going business as well as non-operational income, discussed above.
Current wording
*Net loss.*Our annual net losses of $2,342 for the year ended December 31, 2025 and $1,511 for the year ended December 31, 2024 are primarily reflective of operating expenses associated with our on-going business as well as non-operational income, discussed above.
Previous wording
Cash used in operating activities totaled $1,157 for the year ended December 31, 2024 and $1,313 for the year ended December 31, 2023. The cash was primarily used to fund operating expenses related to our business and product development efforts.
Current wording
Cash used in operating activities totaled $2,752 for the year ended December 31, 2025 and $1,157 for the year ended December 31, 2024. The cash was primarily used to fund operating and capital expenses related to our new joint venture manufacturing operations as well as business and product development efforts.
Previous wording
Cash used in investing activities totaled $1,674 for the year ended December 31, 2024 and cash provided by investing activities totaled $7,881 for the year ended December 31, 2023. Cash used in investing activities primarily consists of purchases and sales of debt securities in line with our investment strategy.
Current wording
Cash provided by investing activities totaled $3,905 for the year ended December 31, 2025 and cash used in investing activities totaled $1,674 for the year ended December 31, 2024. Cash used in investing activities primarily consists of purchases and sales of debt securities in line with our investment strategy.
Previous wording
However, as of December 31, 2024, the Company had $6,011 in cash and restricted cash, as well as $16,330 in investments in debt securities. The Company views this total of $22,341 as readily available sources of liquidity in the event needed to advance the Company’s existing strategy, and/or pursue an alternative strategy. As such, the Company anticipates that its current capital resources, when considering expected losses from operations, will be sufficient to fund the Company’s operations for the foreseeable future.
Current wording
However, as of December 31, 2025, the Company had $7,164 in cash, as well as $12,523 in investments in debt securities. The Company views this total of $19,760 as readily available sources of liquidity in the event needed to advance the Company’s existing strategy, and/or pursue an alternative strategy. As such, the Company anticipates that its current capital resources, when considering expected losses from operations, will be sufficient to fund the Company’s operations for the foreseeable future.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
On March 26, 2025, we entered into a new lease agreement (the “Facility Lease”) for a 5 year term commencing on May 1, 2025 and expanded the leased square footage to 40,090 square feet. The base rent payable under the Facility Lease is $52 per month initially and is subject to periodic increases up to a maximum of approximately $58 per month. Tenant will pay approximately 98% of building operating expenses. The Facility Lease grants us or Tenant the right to terminate the Facility Lease after two and a half years into the lease term and has other customary provisions, including provisions relating to default and usage restrictions.
Current report — wording carried from elsewhere
On January 13, 2022, our Liquidmetal Golf subsidiary (“Liquidmetal Golf” or “LMG”) entered into a sublicense agreement (“LMG Sublicense Agreement”) with Amorphous Technologies Japan, Inc. (“ATJ”), a newly formed Japanese entity that was established by Twins Corporation, a sporting goods company operating in Japan. Under the agreement, LMG granted ATJ a nonexclusive worldwide sublicense to our amorphous alloy technology and related trademarks to manufacture and sell golf clubs and golf related products. The original term of three years was extended to have automatic, annual renewals and provided for the payment of a running royalty to LMG of 3% of the net sales price of licensed products.