LIGHTPATH TECHNOLOGIES INC

As of September 30, 2026, we had working capital of approximately $104.8 million and total cash and cash equivalents of approximately $82.9 million, of which, approximately 6% of our cash and cash equivalents was held by our foreign subsidiaries.

Cash and cash equivalents held by our foreign subsidiaries in China and Latvia were generated in-country as a result of foreign earnings. We previously declared intercompany dividends to remit a portion of the earnings of LPOIZ to LightPath. The final dividend payment pursuant to the equity transfer agreement was made during the quarter ended September 30, 2026. We currently do not intend for our Latvian subsidiary to declare intercompany dividends, as it is our intent to reinvest those earnings.

As of September 30, 2026, loans payable consists of one third-party equipment loan. The Acquisition Notes and one third-party equipment loan were paid in full in December 2025. See Note 14,Loans Payable, in the unaudited Condensed Consolidated Financial Statements, for further information.

On February 18, 2025, we announced the closing of the acquisition of G5 Infrared and the related financing, including the issuance of shares of Series G Convertible Preferred Stock. For additional information, refer to Note 4,Acquisition of G5 Infrared, in the accompanying unaudited Condensed Consolidated Financial Statements.

On September 15, 2025, we entered into a Securities Purchase Agreement (the “Private Placement SPA”) with Unusual Machines, Inc., a Nevada corporation (“Unusual Machines”), and Ondas Holdings Inc., a Nevada corporation (“Ondas,” together with Unusual Machines, the “Private Placement Buyers”), pursuant to which the Private Placement Buyers agreed to purchase from the Company an aggregate of 1,600,000 shares of Class A Common Stock (the “Private Placement Securities”) at a purchase price of $5.00 per share (the “Private Placement”). The Private Placement closed on September 16, 2025 and the Company received aggregate proceeds from the Private Placement of $8.0 million, before deducting offering expenses of approximately $0.1 million payable by the Company. The Company intends to use the proceeds from the Private Placement to fund working capital and other general corporate purposes. The Private Placement SPA contains customary representations, warranties, covenants, conditions and indemnification obligations of the parties.

On December 12, 2025, we entered into an underwriting agreement (the “Underwriting Agreement”) with Canaccord Genuity LLC and Craig-Hallum Capital Group LLC, as representatives of the several underwriters named therein (the “Underwriters”), relating to an underwritten public offering (the “December Offering”) of 7,750,000 shares of Class A Common Stock, at a public offering price of $7.75 per share. Pursuant to the terms of the Underwriting Agreement, the Company granted to the Underwriters a 30-day option to purchase up to an additional 1,162,500 shares of Class A Common Stock in the December Offering at the public offering price, which the Underwriters exercised in full concurrent with the closing of the December Offering on December 15, 2025.

On June 1, 2026, we entered into a securities purchase agreement with a selling stockholder, North Run Strategic Opportunities Fund I, LP (“North Run”) and certain institutional investors for the purchase and sale of an aggregate of 7,142,800 shares of Class A Common Stock at an offering price of $14.00 per share, consisting of 3,571,400 shares of Class A Common Stock sold by the Company and 3,571,400 shares of Class A Common Stock sold by North Run (the "June Offering"), resulting in gross proceeds to us of approximately $50.0 million. The June Offering closed on June 3, 2026.

In the short term, we have sufficient capital to fund the continued expansion of our operations. In the longer term, we may identify opportunities for additional acquisitions and other strategic transactions to expand and further enhance our business that may require that we raise additional capital should we elect to pursue any of such transactions.

Cash Flows–* Operating:*

Cash used in operations was approximately $8.3 million for the first quarter of fiscal 2027, compared to approximately $1.1 million for the same period of the prior fiscal year. Cash used in operations for the first quarter of fiscal 2027 was primarily due to investments in working capital of $10.1 million, largely driven by advance purchases of critical materials to support increasing customer demand and order backlog.

Cash Flows–* Investing:*

During the first quarter of fiscal 2027, we expended approximately $2.5 million in investments in capital equipment, compared to approximately $0.1 million in the same period of the prior fiscal year. Our investments in capital equipment were primarily related to expansion of manufacturing capacity, including glass fabrication, and metrology.

Cash Flows–* Financings:*

Net cash provided by financing activities was approximately $0.5 million for the first quarter of fiscal 2027, compared to $7.8 million in the same period of the prior fiscal year. Cash provided by financing activities for the first quarter of fiscal 2027 reflects $0.6 million in proceeds from the sale-leaseback of equipment under a finance lease and proceeds from the 2025 ESPP, partially offset by $0.1 million in principal payments on our loans and finance leases. Cash provided by financing activities for the first quarter of fiscal 2026 primarily reflects the proceeds of $7.9 million from the Private Placement, offset by approximately $0.1 million in principal payments on our loans and finance leases.