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RESEARCH FRONTIERS INC

For the period ended Mar 31, 2026. Filed May 8, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 8, 2026

REFR$0.37-0.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-09-30; filed 2025-11-06.

0001493152-25-021062

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

Current report: 10-Q

Period ended 2026-03-31; filed 2026-05-08.

0001493152-26-021790

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

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 32 previous paragraphs and 27 current paragraphs.

16 unchanged; 7 reworded; 4 added; 6 removed; 3 previous and 0 current paragraphs rearranged.

Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (4)

Current report

Operating expenses decreased by $115,094 for the three months ended March 31, 2026 to $521,382 from $636,476 for the three months ended March 31, 2025. This decrease is primarily the result of lower directors fees ($120,000).

Current report

On February 18, 2026, the Company entered into subscription agreements from a group of private accredited investors, which included family members of a director of the Company, as well as the owner of a licensee of the Company licensed to produce SPD-SmartGlass products including for the retrofit architectural glass market.

Current report

The investors purchased 1.1 million shares of common stock of the Company at a price of $1.00 per share (which represents the closing market price of the Company’s common stock on February 13, 2026 which was the date that the transaction was agreed to). The Company received $1.1 million in proceeds from the sale of common stock to the investors. For each share received, the investor also received one warrant (expiring on February 28, 2031) to purchase one share of common stock at an exercise price of $1.10 for warrant exercises occurring on or before February 28, 2027, $1.20 for warrant exercises occurring between March 1, 2027 through February 29, 2028, $1.30 for warrant exercises occurring between March 1, 2028 through February 28, 2029, and $1.50 for warrant exercises occurring after February 28, 2029 and prior to the expiration of the warrants.

Current report

The shares were issued to the investors in a private placement and, along with the shares issued in connection with the exercise of any warrants in the future, are not registered and therefore currently subject to at least a six-month holding period by the investor.
Removed paragraphs (6)

Previous report

The Company’s fee income from licensing activities for the three months ended September 30, 2025 was $359,444 as compared to $354,408 for the three months ended September 30, 2024. This increase in fee income was primarily the result of higher royalties from the automotive market as compared to the third quarter of 2024 partially offset by lower royalties from the aircraft market. The Company expects revenue in all market segments to increase as new car models and other products using the Company’s SPD-SmartGlass technology are introduced into the market. The Company has not booked any royalty income in the third quarter of 2025 from one of its European licensees that has in the past supplied Ferrari with SPD-SmartGlass sunroofs because of workforce reductions and a bankruptcy filing by this licensee in Europe. This has caused the reported royalty income in 2025 to be lower. In anticipation of this, Ferrari has fully transitioned its business for SPD-SmartGlass to another one of the Company’s existing licensees in Europe, and production by this additional licensee for Ferrari has already commenced.

Previous report

Operating expenses increased by $66,776 for the three months ended September 30, 2025 to $521,642 from $454,866 for the three months ended September 30, 2024. This increase is primarily the result of higher marketing and investor relations costs ($81,000) and higher professional fees ($15,000) partially offset by lower credit loss allowances ($25,000) and lower insurance costs ($7,000)

Previous report

Nine months ended September 30, 2025 compared to the Nine months ended September 30, 2024

Previous report

Operating expenses increased by $368,889 for the nine months ended September 30, 2025 to $1,934,041 from $1,565,152 for the nine months ended September 30, 2024. This increase is the result of higher non-cash compensation cost ($165,000) recorded during the period related to a grant of stock options to the Company’s employees and directors, higher marketing and investor relations costs ($62,000), higher compensation costs ($18,000), higher professional fees ($33,000), higher occupancy costs ($18,000) and higher credit loss expense ($99,000), partially offset by lower legal fees ($32,000), insurance ($14,000) and marketing and investor relations costs ($21,000).

Previous report

Research and development expenditures increased by $63,892 to $473,709 for the nine months ended September 30, 2025 from $409,817 for the nine months ended September 30, 2024. This increase is primarily a result of higher allocated occupancy costs ($58,000), higher materials costs ($16,000), as well as higher non-cash compensation costs ($10,000) recorded during the period related to a grant of stock options to the Company’s employees, partially offset by insurance costs ($13,000) and lower depreciation and amortization ($8,000).

Previous report

We currently expect to have sufficient working capital for more than the next five years of operations.
Reworded paragraphs (7)

Previous wording

The Company’s fee income from licensing activities for the nine months ended September 30, 2025 was $1,049,125 as compared to $1,157,380 for the nine months ended September 30, 2024. This decrease in fee income was primarily the result of lower royalties from the automotive and aircraft markets as compared to the first nine months of 2024 and one-time royalty payments received by the Company in 2024. The Company expects revenue in all market segments to increase as new car models and other products using the Company’s SPD-SmartGlass technology are introduced into the market. The Company has not booked any royalty income in the second and third quarters of 2025 from one of its European licensees that has in the past supplied Ferrari with SPD-SmartGlass sunroofs because of workforce reductions and a bankruptcy filing by this licensee in Europe. This has caused the reported royalty income in 2025 to be lower. In anticipation of this, Ferrari has fully transitioned its business for SPD-SmartGlass to another one of the Company’s existing licensees in Europe, and production by this additional licensee for Ferrari has already commenced.

Current wording

The Company’s fee income from licensing activities for the three months ended March 31, 2026 was $136,319 as compared to $559,776 for the three months ended March 31, 2025. This decrease in fee income was primarily the result of royalties and upfront fees recognized by the Company under ASC 606 revenue treatment from a new license agreement entered into in the first quarter of 2025 that did not recur in the first quarter of 2026. The Company expects revenue in all market segments to increase as new car models and other products using the Company’s SPD-SmartGlass technology are introduced into the market.

Previous wording

Research and development expenditures increased by $10,500 to $141,746 for the three months ended September 30, 2025 from $131,246 for the three months ended September 30, 2024. This increase is primarily a result of higher allocated occupancy costs ($21,000) partially offset by lower insurance costs ($7,000) as well as lower depreciation and amortization ($3,000).

Current wording

Research and development expenditures decreased by $17,527 to $145,350 for the three months ended March 31, 2026 from $162,877 for the three months ended March 31, 2025. This decrease is primarily a result of lower allocated insurance costs ($10,000) as well as lower allocated occupancy costs ($6,000).

Previous wording

The Company’s net interest income, consisting of interest income, for the three months ended September 30, 2025 was $5,436 as compared to income of $29,736 for the three months ended September 30, 2024 with the change due to lower cash balances available for investment.

Current wording

The Company’s net investment income, consisting of interest income, for the three months ended March 31, 2026 was $5,048 as compared to income of $14,533 for the three months ended March 31, 2025 with the change due to lower cash balances available for investment.

Previous wording

The Company recorded $47,357 and $35,152 of other income for the nine months ended September 30, 2025 and 2024, respectively, relating to an Employee Retention Credit, a refundable tax credit available under the CARES Act that was designed to keep employees on the payroll during the Covid-19 pandemic.

Current wording

The Company recorded $47,357 of other income for the three months ended March 31, 2025 relating to an Employee Retention Credit, a refundable tax credit available under the CARES Act that was designed to keep employees on the payroll during the Covid-19 pandemic.

Previous wording

As a consequence of the factors discussed above, the Company’s net loss was $298,508 ($0.01 per common share) for the three months ended September 30, 2025 as compared to a net loss of $166,816 ($0.00 per common share) for the three months ended September 30, 2024.

Current wording

As a consequence of the factors discussed above, the Company’s net loss was $525,365 ($0.02 per common share) for the three months ended March 31, 2026 as compared to net loss of $177,687 ($0.01 per common share) for the three months ended March 31, 2025.

Previous wording

During the nine months ended September 30, 2025, the Company’s cash and cash equivalents balance decreased by $863,796 as a result of cash used to fund operations of $863,214 and cash used to purchase fixed assets of $582. As of September 30, 2025, the Company had cash and cash equivalents of approximately $1.1 million, working capital of $1.4 million and total shareholders’ equity of $1.5 million.

Current wording

During the three months ended March 31, 2026, the Company’s cash and cash equivalents balance increased by $615,002 as a result of cash received from the sale of common stock and warrants of $1,375,000 partially offset by used to fund operations of $759,931 and cash used to purchase fixed assets of $67. As of March 31, 2026, the Company had cash and cash equivalents of approximately $1.3 million, working capital of $1.7 million and total shareholders’ equity of $1.8 million. Based on current operations, we expect to have sufficient working capital for a period of at least 12 months from the date of this filing.

Previous wording

The Company expects to use its cash to fund its research and development of SPD light valves, its expanded marketing initiatives, and for other working capital purposes. The Company believes that its current cash and cash equivalents would fund its operations for more than the next five years. There can be no assurances that expenditures will not exceed the anticipated amounts or that additional financing, if required, will be available when needed or, if available, that its terms will be favorable or acceptable to the Company. Eventual success of the Company and generation of positive cash flow will be dependent upon the extent of commercialization of products using the Company’s technology by the Company’s licensees and payments of continuing royalties on account thereof.

Current wording

The Company expects to use its cash to fund its research and development of SPD light valves, its expanded marketing initiatives, and for other working capital purposes. There can be no assurances that expenditures will not exceed the anticipated amounts or that additional financing, if required, will be available when needed or, if available, that its terms will be favorable or acceptable to the Company. Eventual success of the Company and generation of positive cash flow will be dependent upon the extent of commercialization of products using the Company’s technology by the Company’s licensees and payments of continuing royalties on account thereof.
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

The Company recorded $35,152 of other income for the three months ended September 30, 2024, respectively, relating to an Employee Retention Credit, a refundable tax credit available under the CARES Act that was designed to keep employees on the payroll during the Covid-19 pandemic. No such credits were received during the three-months ended September 30, 2025.

Previous report — wording carried elsewhere

The Company’s net interest income, consisting of interest income, for the nine months ended September 30, 2025 was $31,247 as compared to income of $78,995 for the nine months ended September 30, 2024 with the change due to lower cash balances available for investment.

Previous report — wording carried elsewhere

As a consequence of the factors discussed above, the Company’s net loss was $1,280,021 ($0.04 per common share) for the nine months ended September 30, 2025 as compared to net loss of $703,442 ($0.02 per common share) for the nine months ended September 30, 2024.