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Neonode Inc.

For the period ended Dec 31, 2025. Filed Mar 18, 2026.

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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 18, 2026

NEON$0.67+6.6%Stored close · as of Nov 9, 2026

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Contents

Notes to the Consolidated Financial Statements

1. Organization and Summary of Significant Accounting Policies

Basis of Presentation and Preparation

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of Neonode Inc. and its wholly owned subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires making estimates and judgments that affect, at the date of the financial statements, the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities and the reported amounts of revenue and expenses. Significant estimates and judgments include, but arenot limited to: for revenue recognition, determining the nature and timing of satisfaction of performance obligations, the standalone selling price of performance obligations, and transaction prices and assessing transfer of control; provisions for uncollectible receivables; for leases, determining whether a contract contains a lease, allocating consideration between lease and non-lease components, determining incremental borrowing rates, and identifying reassessment events, such as modifications; the valuation allowance related to our deferred tax assets; and the fair value of options issued for stock-based compensation. Actual results could differ from these estimates and judgments.

Recently Issued Accounting Pronouncement Adopted

In* December 2023,the Financial Accounting Standards Board ("FASB") issued ASU2023*-09, Income Taxes (Topic740*): Improvements to Income Tax Disclosures*(“ASU2023-09”), which updates several disclosures regarding the accounting for income taxes. ASU2023-09 is effective for public business entities for fiscal years beginning after* December 15, 2024,with early adoption permitted. We have adopted ASU2023*-09 for the fiscal year ended* December 31, 2025,using a prospective approach. Prior period disclosures havenot* been adjusted to reflect the new disclosure requirements. The adoption didnot have a material impact on our consolidated financial statements. See Note11 Income Taxes in the accompanying notes to the consolidated financial statements for further detail.

Recently Issued Accounting Pronouncements Pending Adoption

In* December 2025,the FASB issued ASU2025*-12, Codification Improvements ("ASU2025-12"). ASU2025-12 makes incremental improvements to the Accounting Standards Codification and U.S. GAAP. This guidance is effective for annual reporting periods beginning after* December**15,* 2026 and interim reporting periods within those annual periods. Early adoption is permitted. We are currently evaluating the impact of the adoption of this ASU on our consolidated financial statements.

In* December 2025,the FASB issued ASU2025*-11, Interim Reporting (Topic270*): Narrow-Scope Improvements*(“ASU2025-11”). The amendments clarify and reorganize existing interim reporting guidance, including the scope of Topic270 and interim disclosure requirements, and introduce a disclosure principle requiring entities to disclose material events or changes occurring since the most recent annual reporting period. ASU2025-11 is effective for interim reporting periods within annual reporting periods beginning after* December 15, 2027.*Early adoption is permitted. We are currently evaluating the impact of the adoption of this ASU on our consolidated financial statements.

In* September 2025,the FASB issued ASU2025*-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic350*-40): Targeted Improvements to the Accounting for Internal-Use Software* (“ASU2025-06”), which aims to modernize financial reporting by updating how entities recognize and disclose costs incurred for software developed for internal use. ASU2025-06 is effective for fiscal years beginning after* December 15, 2027,*including interim periods within those fiscal years. Early adoption is permitted. We are currently evaluating the impact of the adoption of this ASU on our consolidated financial statements.

In* July 2025,the FASB issued ASU2025*-05,* Financial Instruments – Credit Losses (Topic326): Measurement of Credit Losses for Accounts Receivable and Contract Assets* ("ASU2025-05"), which amends ASC326-20 to provide a practical expedient for all entities when estimating expected credit losses for current accounts receivable and current contract assets that arise from transactions accounted for under ASC606. The practical expedient assumes that current conditions as of the balance sheet date donot change for the remaining life of the asset. ASU2025-05 is effective for fiscal years beginning after* December 15, 2025*and interim periods within those fiscal years, with early adoption permitted, and should be applied on a prospective basis. We are currently evaluating the impact of the adoption of this ASU on our consolidated financial statements.

In* November 2024,the FASB issued ASU2024*-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic220*-40): Disaggregation of Income Statement Expenses*, requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. ASU2024-03 is effective for fiscal years beginning after* December 15, 2026,and for interim periods beginning after December 15, 2027,with early adoption permitted. We are currently evaluating the impact of adopting ASU2024*-03.

Foreign Currency Translation and Transaction Gains and Losses

The functional currency of our foreign subsidiaries is the applicable local currency, the Swedish Krona, the Japanese Yen and the South Korean Won. The translation from Swedish Krona, Japanese Yen or South Korean Won to U.S. Dollars is performed for balance sheet accounts using current exchange rates in effect at the balance sheet date and for income statement accounts using a weighted-average exchange rate during the period. Gains or (losses) resulting from translation are included as a separate component of accumulated other comprehensive income (loss). Foreign currency translation gains (losses) were $(246,000) and $(54,000) during the years ended* December 31, 2025and2024*, respectively. Gains or (losses) resulting from foreign currency transactions are included in general and administrative expenses in the accompanying consolidated statements of operations and were $67,000 and $(1,000) during the years ended* December 31, 2025and2024*, respectively.

Liquidity

We have incurred significant operating losses and negative cash flows from operations since our inception. The Company incurred net income for combined continuing and discontinued operations of approximately $8.5 million for the year ended* December 31, 2025* and net loss of approximately $6.5 million for the year ended* December 31, 2024*, and had an accumulated deficit of approximately $215.6 million and $224.1 million as of* December 31, 2025and2024*, respectively. In addition, operating activities used cash of approximately $10.3 million and $5.6 million for the years ended* December 31, 2025and2024*, respectively.

The consolidated financial statements have been prepared on a going concern basis, which contemplates continuity of operations and the realization of assets and the repayment of liabilities in the ordinary course of business.

F-8

Management has prepared an operating plan and believes that the Company has sufficient cash to meet its obligations as they come due for a year from the date the consolidated financial statements were issued.

Accounts Receivable and Credit Losses

Accounts receivable is stated at net realizable value. We estimate and record a provision for expected credit losses related to our financial instruments, including our trade receivables. We consider historical collection rates, the current financial status of our customers, macroeconomic factors, and other industry-specific factors when evaluating for current expected credit losses. Forward-looking information is also considered in the evaluation of current expected credit losses.

Further, we consider macroeconomic factors and the status of the technology industry to estimate if there are current expected credit losses within our trade receivables based on the trends and our expectation of the future status of such economic and industry-specific factors. Also, specific allowance amounts are established based on review of outstanding invoices to record the appropriate provision for customers that have a higher probability of default.

The accounts receivable balance on our consolidated balance sheet as of* December 31, 2025* was $0.4 million, and didnot include any allowances. The accounts receivable balance on our consolidated balance sheet as of* December 31, 2024* was $0.7 million, and didnot include any allowances.

Concentration of Credit and Business Risks

Our customers are primarily located in North America, Europe and Asia.

As of* December 31, 2025*, four of our customers represented approximately 95.4% of our consolidated accounts receivable and unbilled revenues.

As of* December 31, 2024*, four of our customers represented approximately 80.9% of our consolidated accounts receivable and unbilled revenues.

Customers who accounted for10% or more of our revenues during the year ended* December 31, 2025* are as follows.

●Seiko Epson – 34.3%
●Alps Alpine – 19.4%
●Hewlett-Packard – 19.0%
●Commercial Vehicle OEM – 14.6%

Customers who accounted for10% or more of our revenues during the year ended* December 31, 2024* are as follows.

●Seiko Epson – 27.3%
●Alps Alpine – 20.7%
●Hewlett-Packard – 20.4%
●Commercial Vehicle OEM – 11.8%

F-9

Cash and Cash Equivalents

The Company considers all highly liquid investments with original maturities ofthree months or less to be cash equivalents.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation. Depreciation on property and equipment is recognized on a straight-line basis.

Research and Development

Research and development (“R&D”) costs are expensed as incurred. R&D costs consist primarily of personnel related costs in addition to external consultancy costs such as testing, certifying and measurements.

Income Taxes

We recognize deferred tax liabilities and assets for the expected future tax consequences of items that have been included in the consolidated financial statements or tax returns. We estimate income taxes based on rates in effect in each of the jurisdictions in which we operate. Deferred income tax assets and liabilities are determined based upon differences between the financial statement and income tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The realization of deferred tax assets is based on historical tax positions and expectations about future taxable income. Valuation allowances are recorded against net deferred tax assets when, in our opinion, realization is uncertain based on the “more likely thannot” criteria of the accounting guidance.

Based on the uncertainty of future pre-tax income, we fully reserved our net deferred tax assets as of* December 31, 2025and2024*. In the event we were to determine that we would be able to realize our deferred tax assets in the future, an adjustment to the deferred tax asset would increase income in the period such determination was made. The provision (benefit) for income taxes represents the net change in deferred tax amounts, plus income taxes paid or payable for the current period.

We follow U.S. GAAP related to accounting for uncertainty in income taxes, which prescribes a model for the recognition, measurement and presentation of uncertainty in income taxes. As a result, we didnot recognize a liability for unrecognized tax benefits. As of* December 31, 2025and2024*, we hadno unrecognized tax benefits.

F-10

Fair Value of Financial Instruments

We disclose the estimated fair values for all financial instruments for which it is practicable to estimate fair value. The carrying value of financial instruments including cash and cash equivalents, accounts receivable and accounts payable are deemed to approximate fair value due to their short maturities.

Accounting guidance defines fair value, establishes a framework for measuring fair value, and requires disclosures about fair value measurements.

Thethree levels of the fair value hierarchy are described as follows:

Level1: Applies to assets or liabilities for which there are observable quoted prices in active markets for identical assets and liabilities.

Level2: Applies to assets or liabilities for which there are inputs other than quoted prices included in Level1 that are directly or indirectly observable.

Level3: Applies to assets or liabilities for which inputs are unobservable, and those inputs that are significant to the measurement of the fair value of the assets or liabilities.

There wereno assets or liabilities recorded at fair value on a recurring basis for the years ended* December 31, 2025and2024*.

Revenue

We earn revenues from licensing of our intellectual property, licensing of our software and by performing engineering services. The timing of revenue recognition and the amount of revenue actually recognized in each case depends upon a variety of factors, including the specific terms of each arrangement and the nature of our performance obligations.

License Fees

We earn revenue from licensing our internally developed intellectual property (“IP”) and licensing of our internally developed software. We enter into IP licensing agreements that generally provide licensees with the right to incorporate our IP components in their products, with terms and conditions that vary by licensee. Fees under these agreements* may*include technology access fees payable upfront and royalties payable to us following the distribution by our licensees of products incorporating the licensed technology. The license for our IP has standalone value and can be used by the licensee without maintenance and support.

For technology license arrangements that donot require significant modification or customization of the underlying technology, we recognize technology license revenue when the license is made available to the customer, and the customer has a right to use that license. We recognize royalties following the distribution by our licensees of products incorporating the licensed technology. At the end of each reporting period, we record unbilled license fees, using prior royalty revenue data by customer to make estimates of those royalties.

We also earn license fee revenue by providing our customers with development licenses for our software tools related to the MultiSensing platform. We recognize revenue ratably over the contract term beginning on the commencement date of each contract, which is the date we make the software available to our customers. Our development license contracts with customers typically include a fixed amount of consideration and are generally non-cancellable and without any refund-type provisions. We typically invoice our customers annually in advance for our development licenses upon execution of the initial contract or subsequent renewal.

F-11

Non-Recurring Engineering

For technology license that require modification or customization of the underlying technology to adapt the technology to customer use, we determine whether the technology license and required engineering consulting services represent separate performance obligations. We perform our analysis on a contract-by-contract basis. If there are separate performance obligations, we determine the standalone selling price (“SSP”) of each separate performance obligation to properly recognize revenue as each performance obligation is satisfied. We provide engineering consulting services to our customers under a signed Statement of Work (“SOW”). Deliverables and payment terms are specified in each SOW. We charge an hourly rate or a fixed fee for engineering services. We recognize revenues for hourly rate services as engineering services specified in contracts are completed and accepted by our customers. Revenues for fixed price services are generally recognized over time applying input methods to estimate progress to completion. We believe that recognizing non-recurring engineering services revenues as progress towards completion of engineering services and customer acceptance of those services occurs best reflects the economics of those transactions, because engineering services as tracked in our systems correspond directly with the value to our customers of our performance completed to date. Hours performed for each engineering project are tracked and reflect progress made on each project and are charged at a consistent hourly rate. Any upfront payments we receive for future non-recurring engineering services are recorded as unearned revenue until that revenue is earned.

Revenues from non-recurring engineering contracts that are short-term in nature are recorded when those services are complete and accepted by customers.

The following tables present the net revenues distribution by geographical area and market (in thousands, except percentages):

Years ended December 31,
20252024
AmountPercentageAmountPercentage
North America:
Net revenues from IT & Industrial$425100.0%$763100.0%
$425100.0%$763100.0%
Asia Pacific:
Net revenues from Automotive$39430.4%$73239.4%
Net revenues from IT & Industrial90069.6%1,12760.6%
$1,294100.0%$1,859100.0%
Europe, Middle East and Africa:
Net revenues from Automotive$343100.0%$486100.0%
$343100.0%$486100.0%

Contract Balances

Timing of revenue recognition* may*differ from the timing of invoice and receipt of consideration. We record a receivable or unbilled revenue when we have an unconditional right to receive consideration from customers. Contract assets represent revenue recognized for performance to date when the right to consideration is conditional on something other than the passage of time. We record contract liabilities when we receive prepayments or upfront payments ahead of performance.

F-12

The following table presents our accounts receivable, net, contract assets, and contract liabilities (in thousands):

December 31,
202520242023
Accounts receivable and unbilled revenues, net$391$732$652
Contract assets-51-
Contract liabilities (deferred revenues)37-2

Payment terms and conditions vary by the type of contract; however, payments generally occur30-60 days after invoicing for license fees. Where revenue recognition timing differs from invoice timing, we have determined that our contracts donot include a significant financing component. Applying the practical expedient in Topic606, the Company doesnot assess whether a significant financing component exists if the period between when the Company performs its obligations under the contract and when the customer pays isone year or less. Our intent is to provide our customers with consistent invoicing terms for the convenience of our customers,not to provide financing to our customers.

Contract Liabilities

Contract liabilities (deferred revenues) consist primarily of prepayments for license fees, and other services that we have been paid in advance. We earn the revenue when we transfer control of the service. Deferred revenues* may*also include upfront payments for consulting services to be performed in the future, such as non-recurring engineering services.

The following table presents our deferred revenues by source:

December 31,
2025 · 2024 · 2023
Deferred revenues license fees$-$-$2
Deferred revenues non-recurring engineering37--
$37$-$2

Deferred revenues were $37,000 as of* December 31, 2025*. The Company recognized revenues of approximately zero and $2,000, for the years ended* December 31, 2025and2024*, respectively, related to contract liabilities outstanding at the beginning of the year.

Costs to Obtain Contracts

We record the incremental costs of obtaining a contract with a customer as a contract asset if we expect the benefit of those costs to cover a period greater thanone year. We currently haveno incremental costs that must be capitalized.

We expense as incurred costs of obtaining a contract when the amortization period of those costs would have been less than or equal toone year.

2.Discontinued Operations

During thefourth quarter of2023 the Company decided to phase out the product business and as a consequence terminate production at the Pronode Technologies AB facilities in Kungsbacka, Sweden. Subsequently, we commenced the phase out of our TSM product business during thefirst quarter of2024 through licensing of the TSM technology to strategic partners or outsourcing. In* May 2024,we stopped producing TSMs and started to shut down the factory. The facility lease terminated as of September 30, 2024and wasnot* renewed.

The Company concluded that the termination of TSM manufacturing met the criteria for discontinued operations. As a result, this business has been reclassified to discontinued operations in these consolidated financial statements for all periods presented.

F-13

Assets and Liabilities of Discontinued Operations

Assets and liabilities of discontinued operations are presented separately in the consolidated balance sheets for all periods presented. On* December 31, 2025and December 31, 2024*, these balances consisted of assets and liabilities of the Company’s Products business.

The following table presents a reconciliation of the carrying amounts of the major classes of these assets and liabilities to the assets and liabilities of discontinued operations as presented on the Company’s consolidated balance sheets (in thousands):

December 31, 2025 · December 31, 2024
ASSETS OF DISCONTINUED OPERATIONS
Current assets of discontinued operations:
Accounts receivable and unbilled revenues, net$41$-
Total current assets of discontinued operations41-
Total assets of discontinued operations$41$-

Loss from Discontinued Operations

Discontinued operations for the years ended* December 31, 2025and2024*, respectively, consist of results from the Company’s products business.

F-14

The following table provides details about the major classes of line items constituting “Income (loss) from discontinued operations” as presented on the Company’s consolidated statements of operations (in thousands):

Years ended December 31,
20252024
Revenues:
Products$361$1,171
Total revenues3611,171
Cost of revenues:
Products48989
Total cost of revenues48989
Gross margin313182
Operating expenses:
Sales and marketing(143)165
General and administrative-590
Total operating expenses(143)755
Operating income (loss)456(573)
Other income (expense), net-(18)
Loss before provision for income taxes456(591)
Income (loss) from discontinued operations$456$(591)

Cash Flows Information

The following table presents cash flow information for discontinued operations:

Years ended December 31,
2025 · 2024
Depreciation and amortization$-$19
Amortization of operating lease ROU assets-52
Inventory impairment loss-357
Bad debt expense-172
Proceeds from sale of property and equipment-190
3.Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following (in thousands):

Years ended December 31,
20252024
Prepaid insurance$89$93
Prepaid rent7-
VAT receivable218172
Other181210
Prepaid expenses and other current assets$495$475

F-15

4.Property and Equipment

Property and equipment, net consist of the following (in thousands):

Years ended December 31,
20252024
Computers, software, furniture and fixtures$286$277
Equipment and vehicles12921
Less accumulated depreciation and amortization(270)(236)
Property and equipment, net$145$62

Depreciation and amortization expense was $50,000 and $39,000 for the years ended* December 31, 2025and2024*, respectively.

5.Accrued Expenses

Accrued expenses consist of the following (in thousands):

Years ended December 31,
20252024
Accrued audit fees$6$74
Accrued other compensations205107
Accrued bonus costs136172
Accrued consulting fees and other11251
Total accrued expenses$459$404
6.Stockholders’ Equity

Preferred Stock

As of* December 31, 2025and2024*, our Restated Certificate of Incorporation, as amended, authorized us to issue up to 1,000,000 shares of preferred stock, par value $0.001 per share.

There wereno transactions in our preferred stock during the years ended* December 31, 2025and2024*. No shares of preferred stock were issued and outstanding as of* December 31, 2025and2024*.

Common Stock

As of* December 31, 2025and2024*, our Restated Certificate of Incorporation, as amended, authorized us to issue up to 25,000,000 shares of common stock, par value $0.001 per share.

During the year ended* December 31, 2025*, we soldno shares under the Ladenburg ATM Facility. During the year ended* December 31, 2024*, we sold an aggregate of 1,423,441 shares of our common stock under the Ladenburg ATM Facility with aggregate net proceeds to us of $5.8 million, after payment of commissions to Ladenburg and other expenses of $0.2 million.

7.Stock-Based Compensation

We have adopted equity incentive plans for which stock options and restricted stock awards are available for grants to employees, consultants and directors. Except for certain options granted to certain Swedish employees, all employee, consultant and director stock options granted under our stock option plans have an exercise price equal to the market value of the underlying common stock on the grant date. There isno vesting provisions tied to performance conditions for any options. Vesting for all outstanding option grants is based solely on continued service as an employee, consultant or director. All of our outstanding stock options and restricted stock awards are classified as equity instruments.

F-16

Stock Options and Long-Term Incentive Plan

During the year ended* December 31, 2020,our stockholders approved the2020* Plan which replaced our2015 Stock Incentive Plan (the*“2015* Plan”), which in turn replaced our Neonode Inc.2006 Equity Incentive Plan (the*“2006* Plan”). There areno awards outstanding under the2006 Plan and2015 Plan. Under the2020 Plan,750,000 shares of common stock have been reserved for awards, including non-qualified stock option grants and restricted stock grants to officers, employees, non-employee directors and consultants. The terms of the awards granted under the2020 Plan are set by our compensation committee at its discretion.

In2020, we established the2020 LTIP to provide eligible persons with the opportunity to acquire an equity interest, or otherwise increase their equity interest, in the Company as an incentive for them to remain in the service of the Company. Through the2020 LTIP, eligible employees of Neonode* maywaive between 50% to 67% of future unearned bonuses that may*be awarded to them under the Company’s annual bonus arrangement in exchange for the grant of shares of the Company’s common stock.

As of* December 31, 2025and2024* no awards were outstanding under either of the plans.

There has beenno activity under the stock option plans during the years ended* December 31, 2025and2024*.

Stock options granted under the2006, 2015 and2020 Plans are exercisable over a maximum term of 10 years from the date of grant, vest in various installments over aone tofour-year period and have exercise prices reflecting the market value of the shares of common stock on the date of grant.

8.Commitments and Contingencies

Legal

The Company is subject to legal proceedings and claims that* mayarise in the ordinary course of business. The Company isnot* aware of any pending or threatened litigation matters at this time that would have a material impact on the operations of the Company.

9.Leases

The Company has leases mainly consisting of the corporate office. The lease had an original lease term oftwo years and is extended on a yearly basis unless written notice is provided nine months prior to the expiration date. Future renewal options that arenot likely to be executed as of the consolidated balance sheet date are excluded from right-of-use assets and related lease liabilities. The lease is automatically renewed at a cost increase of 2% on an annual basis, unless we provide written notice nine months prior to the respective expiration dates.

Operating lease right of-use assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. The Company has entered into various short-term operating leases with an initial term oftwelve months or less. These leases arenot recorded on the Company's Consolidated Balance Sheets. All operating lease expense is recognized on a straight-line basis over the lease term. Because the rate implicit in each lease isnot readily determinable, the Company uses its incremental borrowing rate to determine the present value of the lease payments. For finance leases, the implicit rate is used, since it is readily available.

F-17

The components of lease expense were as follows (in thousands):

Years ended December 31,
20252024
Finance lease cost:
Amortization of leased assets$19$6
Interest on leased liabilities11
Operating lease cost40031
Short-term lease cost83418
Total lease cost$503$456

The Company made cash payments regarding operating leases of $385,000 and $27,000 for the years ended* December 31, 2025and2024*, respectively. The Company made cash payments regarding finance leases of $25,000 and $18,000 for the years ended* December 31, 2025and2024*, respectively.

The following table shows right-of-use assets and lease liabilities (in thousands):

December 31,
20252024
Right-of-use assets:
Operating leases$455$634
Finance leases5421
Total right-of-use assets$509$655
Lease liabilities:
Current portion of operating lease obligations$344$225
Operating lease obligations, net of current portion-319
Current portion of finance lease obligations122
Finance lease obligations, net of current portion15-
Total lease liabilities$371$546

Lease liability maturities are as follows (in thousands):

Operating Leases · Finance Leases · Total
2026$354$13$367
2027-1313
2028-22
Total$354$28$382
Less: Imputed interest(10)(1)(11)
Total lease liabilities$344$27$371
Lease liabilities, current$344$12$356
Lease liabilities, non-current-1515
Total lease liabilities$344$27$371

The weighted-average remaining lease term related to the Company’s operating lease liabilities as of* December 31, 2025and December 31, 2024* was 1.0 years and 1.9 years, respectively. The discount rate related to the Company’s operating lease liabilities as of* December 31, 2025and December 31, 2024* was 5.0% for each of the years.

The weighted-average remaining lease term related to the Company’s finance lease liabilities as of* December 31, 2025and December 31, 2024* was 2.2 years and 0.2 years, respectively. The discount rate related to the Company’s operating lease liabilities as of* December 31, 2025and December 31, 2024* was 3.5% and 3.0%, respectively.

F-18

10.Segment Information

The Company operates asone operating segment. Our chief operating decision maker ("CODM") is our Chief Executive Officer, who reviews financial information presented on a consolidated basis. The CODM uses consolidated operating loss and net loss to assess financial performance and allocate resources. These financial metrics are used by the CODM to make key operating decisions, such as the allocation of budget between cost of revenues, research and development, sales and marketing, and general and administrative expenses.

The following table presents key financial information with respect to the Company’s single operating segment (in thousands):

Years ended December 31,
20252024
Revenues$2,062$3,108
Costs and expenses(a):
Cost of revenues26116
Product R&D195151
General and administrative, including rent1,1381,297
Payroll and related6,7366,332
Professional fees and IP1,6511,351
Marketing and travel429483
Total costs and expenses10,1759,730
Other segment items(b)15,48475
Other income, net657687
Income (loss) before provision (benefit) for income taxes8,028(5,860)
Provision (benefit) for income taxes(9)15
Income (loss) from continuing operations$8,037$(5,875)
(a)The significant expense categories and amounts align with the segment-level information that is regularly provided to the chief operating decision-maker.
(b)Other segment items primarily include net proceeds from patent settlement, depreciation and amortization, payroll and related - re-allocated to cost of revenues, and stock options expense.

The following table presents the long-lived assets property and equipment and right-of-use assets by geographic area (in thousands):

December 31,
2025 · 2024
United States$72$-
Sweden528696
Total$600$696

We report revenues from external customers based on the country where the customer is located. The following table presents net revenues by country (in thousands, except percentages):

Years ended December 31,
2025 · 2024
Amount · Percentage · Amount · Percentage
Japan$1,27662.0%$1,73155.8%
Sweden30014.5%36511.7%
Germany422.0%1163.7%
China160.8%973.1%
South Korea1-%311.0%
Other20.1%50.2%
$1,63779.4%$2,34575.5%
United States42520.6%76324.5%
Total$2,062100.0%$3,108100.0%

F-19

11.Income Taxes

Income (loss) from continuing operations before provision (benefit) for income taxes was distributed geographically as follows (in thousands):

Years ended December 31,
20252024
Domestic$8,263$(5,888)
Foreign(235)28
Total$8,028$(5,860)

The provision (benefit) for income taxes from continuing operations is as follows (in thousands):

Years ended December 31,
20252024
Current
Federal · $ · - · $ · -
State--
Foreign(9)15
Total current expense (benefit)(9)15
Deferred
Federal2,393(784)
State-99
Foreign(623)23
Change in valuation allowance(1,770)662
Total deferred expense--
Total provision (benefit) for income taxes$(9)$15

Pursuant to the disclosure requirements of ASU2023-09, the differences between our effective income tax rate from continuing operations and the U.S. federal statutory income tax rate for the year ended* December 31, 2025,*are as follows (in thousands, except percentages):

Year ended December 31,
Dollars · Percent
US federal statutory tax rate$1,68621.0%
State & local income taxes, net of federal effect(a)--%
Foreign tax effects
Sweden
Return to provision adjustment(572)(7.1)%
Changes in valuation allowance5296.6%
Other60.1%
Other Jurisdictions(17)(0.2)%
Changes in tax laws or rates in current period--%
Cross border tax laws
Global Intangible Low-Taxed Income6408.0%
Tax credits--%
Changes in valuation allowance(2,298)(28.6)%
Nontaxable or nondeductible items170.2%
Changes in unrecognized tax benefits--%
Effective tax rate$(9)(0.1)%
(a)The state that makes up the majority of the state & local income taxes category is California.

The differences between our effective income tax rate and the U.S. federal statutory income tax rate for continuing operations for the year ended* December 31, 2024,*are as follows:

Year ended December 31,
Amounts at statutory tax rates21.0%
Foreign losses taxed at different rates(2.0)%
Stock-based compensation-%
GILTI inclusion(8.0)%
Other-%
Total11.0%
Valuation allowance(11.0)%
Effective tax rate-%

Significant components of the deferred tax asset balances are as follows (in thousands):

Years ended December 31,
2025 · 2024
Deferred tax assets:
Accruals$-$-
Net operating losses20,27422,124
Gross deferred tax assets20,27422,124
Valuation allowance(20,244)(22,108)
Total deferred tax assets3016
Deferred tax liabilities:
Basis difference in fixed assets(15)-
Accruals(15)(16)
Net deferred tax assets$-$-

Cash paid for income taxes, net of refunds received, by jurisdiction pursuant to the disclosure requirements of ASU2023-09 for the year ended* December**31,2025* is as follows (in thousands):

Year ended December 31,
Federal · $ · -
State-
Foreign
Germany(10)
Other1
Cash paid (received) for income taxes, net of refunds received$(9)

F-20

Valuation allowances are recorded to offset certain deferred tax assets due to management’s uncertainty of realizing the benefits of these items. Management applies a full valuation allowance for the accumulated losses of Neonode Inc., and its subsidiaries, since it isnot determinable using the “more likely thannot” criteria that there will be any future benefit of our deferred tax assets. This is mainly due to our history of operating losses. As of* December 31, 2025,we had federal, state and foreign net operating losses of $73.2 million, $18.7 million and $17.5 million, respectively. Of the total federal loss carryforward, approximately $47.0 million will begin to expire in2031* and the remainder donot expire. The California loss carryforward will begin to expire in2030. The foreign loss carryforward, which is generated in Sweden, doesnot expire.

Utilization of the net operating loss and tax credit carryforwards is subject to an annual limitation due to the ownership percentage change limitations provided by Section382 of the Internal Revenue Code and similar state provisions. The annual limitation* may*result in the expiration of the net operating losses and tax credit carryforwards before utilization.

We follow the provisions of accounting guidance which includes atwo-step approach to recognizing, derecognizing and measuring uncertain tax positions. There wereno unrecognized tax benefits for the years ended* December 31, 2025and2024.*

We follow the policy to classify accrued interest and penalties as part of the accrued tax liability in the provision for income taxes. For the years ended* December 31, 2025and2024* we didnot recognize any interest or penalties related to unrecognized tax benefits.

As of* December 31, 2025,*we hadno uncertain tax positions that would be reduced as a result of a lapse of the applicable statute of limitations.

We file income tax returns in the U.S. federal jurisdiction, California, Sweden, and Japan. The 2008 through2024 tax years are open and* maybe subject to potential examination inone* or more jurisdictions. We arenot currently under any federal, state or foreign income tax examinations.

12.Employee Benefit Plans

We participate in a number of individual defined contribution pension plans for our employees in Sweden. We contribute between 4.5% and 30% of the employee’s annual salary to these pension plans depending on age and salary level. Contributions relating to these defined contribution plans for the years ended* December 31, 2025and2024* were $533,000 and $542,000, respectively. We match U.S. employee contributions to a401(K) retirement plan up to a maximum ofsix percent (6%) of an employee’s annual salary. Contributions relating to the matching401(K) contributions for the years ended* December 31, 2025and2024* were $6,000 and $6,000, respectively. In Taiwan, we contributesix percent (6%) of the employee’s annual salary to a pension fund which agrees with Taiwan’s Labor Pension Act. Contributions relating to the Taiwanese pension fund for the years ended* December 31, 2025and2024* were $3,000 and $3,000, respectively.

13.Net Loss Per Share

Basic net loss per common share for the years ended* December 31, 2025and2024* was computed by dividing the net loss attributable to common shareholders of Neonode Inc. for the relevant period by the weighted average number of shares of common stock outstanding during the year. Diluted loss per common share is computed by dividing net loss attributable to common shareholders of Neonode Inc. for the relevant period by the weighted average number of shares of common stock and common stock equivalents outstanding during the year.

The Company hadno potential common stock equivalents as of* December 31, 2025* or2024.

Years ended December 31,
(in thousands, except per share amounts)20252024
BASIC AND DILUTED
Weighted average number of common shares outstanding16,78315,873
Income (loss) from continuing operations$8,037$(5,875)
Income (loss) from discontinued operations456(591)
Net income (loss)$8,493$(6,466)
Income (loss) per share from continuing operations - basic and diluted$0.48$(0.37)
Income (loss) per share from discontinued operations - basic and diluted0.03(0.04)
Net income (loss) per share - basic and diluted$0.51$(0.41)
14.Subsequent Events

No subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the notes thereto.

F-21

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