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TEN Holdings, Inc.

For the period ended Mar 31, 2026. Filed May 15, 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 15, 2026

XHLD$0.58+16.4%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 2025-11-10.

0001493152-25-021532

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

Current report: 10-Q

Period ended 2026-03-31; filed 2026-05-15.

0001493152-26-023745

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 96 previous paragraphs and 75 current paragraphs.

50 unchanged; 14 reworded; 11 added; 24 removed; 8 previous and 0 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 (11)

Current report

Revenue increased by $0.1 million, or 15.4%, to $0.9 million. The increase was primarily driven by one of our major customers increasing their revenue quarter-over-quarter by 100%.

Current report

Cost of revenue increased by $0.1 million, or 65.1%, to $0.3 million, driven by one major event that took place in the quarter from one of our customers that did not take place during the same period last year.

Current report

SG&A expenses decreased by $1.8 million, or 34.6%, to $3.4 million, due to lower headcount cost during the same period last year as well as the less stock-based compensation expenses recognized in the current period.

Current report

Deprecation expense decreased by $0.1 million to $0.01 million due to the company taking a large impairment expense at the end of 2025 which will cause all future periods to be less than 2025.

Current report

Other income (expense), net increased by $0.006 million, or 120.0%, from $0.005 million of other expenses to $0.001 million of other income, primarily due to interest income.

Current report

Interest expenses increased by $0.008 million, or 11.6%, to $0.06 million, primarily due to continued accrued interest on the loans taken by the Company.

Current report

Our ability to continue as a going concern depends upon our ability to attract and retain revenue-generating customers, acquire new customer contracts, implement cost control measures, receive financial support from related parties, and secure additional debt or equity financing. In March 2026, we entered into a Corporate Support and Funding Agreement with V-Cube, Inc., pursuant to which V-Cube committed to provide financial support in the aggregate amount of $5.4 million, payable in installments during 2026. Management is also evaluating additional debt or equity financing alternatives, although there can be no assurance that any such financing will be available on acceptable terms or at all.

Current report

Based on our current cash resources, recurring losses, negative operating cash flows, and short-term debt obligations, we will require additional liquidity to fund our operating expenses and cash obligations over the next twelve months. There can be no assurance that we will be successful in obtaining new customer contracts, receiving related-party support when needed, implementing cost reductions, or securing additional financing. If we are unable to obtain sufficient liquidity, we may be required to delay, reduce, or eliminate certain operating activities or otherwise modify our business plans.

Current report

Net cash used in investing activities decreased to nil for the three months ended March 31, 2026, compared to $0.3 million for the three months ended March 31, 2025. The decrease was primarily due to reduced expenditures for capitalized software during the current period.

Current report

Net cash provided by financing activities shifted to a net outflow of $0.5 million for the three months ended March 31, 2026, compared to a net inflow of $7.3 million for the three months ended March 31, 2025. The decrease was primarily driven by $8.9 million in proceeds from issuance of shares received during the prior-year period, which did not recur in the current quarter.
Removed paragraphs (24)

Previous report

Revenue increased by $8,000, or 1.5%, to $543,000. The increase was primarily driven by following factors:

Previous report

Cost of revenue increased by $29,000, or 26.6%, to $138,000, reflecting the increase amount of physical events that took place within the period since it has a larger labor component then virtual events.

Previous report

SG&A expenses increased by $874,000, or 66.7%, to $2,185,000, due to additional company related expense due to being a public entity which was not the case during the same period last year. Expenses such as quarterly reviews and yearly audits, NASDAQ fees, D&O insurance, and SEC legal expenses.

Previous report

Deprecation expense increased by $133,000 to $147,000 due to the continued development of Xivid Pro.

Previous report

Other expense decreased by $22,000, or 95.7%, to $1,000, primarily due to no one time items taking place in the quarter.

Previous report

Interest expenses decreased by $3,000, or 4.8%, to $59,000, primarily due to the lower outstanding short-term loans during the three months ended September 30, 2025.

Previous report

Revenue decreased by $288,000, or 10.7%, to $2,398,000. The decrease was primarily driven by following factors:

Previous report

Cost of revenue decreased by $35,000, or 6.6%, to $499,000, reflecting the lower direct costs associated with the lower revenue during the nine months ended September 30, 2025.

Previous report

SG&A expenses increased by $5,745,000, or 152.8%, to $9,504,000, primarily due to $3,500,000 of stock compensation expenses along with additional expenses of being a public company.

Previous report

Deprecation expense increased by $402,000 to $443,000 due to the continued development of Xivid Pro.

Previous report

Other expense increased by $1,325,000, or 5,096.2%, to $1,351,000, primarily due to expenses in connection with entry into the Settlement Agreement during the nine months ended September 30, 2024.

Previous report

Interest expenses increased by $72,000, or 52.9%, to $208,000, primarily due to the increase in short-term loans during the nine months ended September 30, 2025.

Previous report

Net cash used in investing activities increased from $817,000 during the nine months ended September 30, 2024 to $828,000 during the nine months ended September 30, 2025. The increase was mainly due to higher spending on capitalized software development costs.

Previous report

Net cash provided by financing activities increased from $2,480,000 during the nine months ended September 30, 2024 to $10,125,000 during the nine months ended September 30, 2025. The increase was primarily due to proceeds from the issuance of shares, partially offset by the repayment of short-term loans.
Reworded paragraphs (14)

Previous wording

We are a provider of event planning, production, and broadcasting services headquartered in Pennsylvania. We mainly produce virtual and hybrid events and physical events. Virtual and hybrid events involve virtual and hybrid event planning, production and broadcasting services, and continuing education services, all of which are supported by our proprietary Xyvid Pro Platform. Physical events were added to our revenue streams, due to our corporate restructuring completed in fiscal year 2023, and mainly involve live streaming and video recording of physical events.

Current wording

TEN Holdings, Inc. (the “Company,” “TEN Holdings,” “we,” “us,” or “our”), headquartered in Langhorne, Pennsylvania, was incorporated on February 12, 2024 in Pennsylvania to act as the holding company of TEN Events, Inc. (“TEN Events”), which was incorporated in Pennsylvania in May of 2011 and is an operating entity. TEN Events is a provider of event planning, production, and broadcasting services. TEN Events produces virtual, hybrid, self-service, and physical events. Virtual, hybrid, and self-service events could involve virtual and hybrid event planning, production and broadcasting services, and continuing education services, all of which are supported by our proprietary Xyvid Pro platform and TEN Pro platform. Physical events were added to our revenue streams, due to our corporate restructuring completed in fiscal year 2023, and mainly involve live streaming and video recording of physical events.

Previous wording

As of the date of this Quarterly Report on Form 10-Q, we primarily generate revenue from virtual and hybrid events delivered to corporate customers. We experienced an increase in our total revenue in the third quarter of fiscal year 2025, mainly due to a higher demand in physical events during the period vs the same period last year. For the nine months ended September 30, 2025 and 2024, we had total revenue of approximately $543,000 and $535,000, respectively, and net loss of approximately $1,987,000 and $975,000, respectively. For the nine months ended September 30, 2025 and 2024, the revenue generated from virtual and hybrid events was approximately $2,059,000 and $2,462,000, respectively, accounting for approximately 86% and 92% of our total revenue, respectively; and the revenue generated from physical events was approximately $339,000 and $224,000, respectively, accounting for approximately 14% and 8% of our total revenue, respectively.

Current wording

As of the date of this Quarterly Report on Form 10-Q, we primarily generate revenue from virtual and hybrid events delivered to corporate customers. We experienced an increase in our total revenue in the first quarter of fiscal year 2026, mainly due to one of our repeatable clients increasing their revenue quarter-over-quarter by over 100%, compared to the same period last year. For the three months ended March 31, 2026 and 2025, we had total revenue of approximately $0.9 million and $0.7 million, respectively, and net loss of approximately $2.9 and $4.8 million, respectively. For the three months ended March 31, 2026 and 2025, the revenue generated from virtual and hybrid events was approximately $0.8 and $0.7 million, respectively, accounting for approximately 92.7% and 96.4% of our total revenue, respectively; and the revenue generated from physical events was approximately $0.1 and $0.03 million, respectively, accounting for approximately 7.3% and 3.6% of our total revenue, respectively.

Previous wording

Our mission is to deliver top-tier planning, production, and broadcasting services for virtual, hybrid and physical events. Our goal is to become a global leader in innovative virtual events that enhance engagement and connectivity, making impactful and memorable experiences accessible to all.

Current wording

Our mission is to deliver top-tier planning, production, and broadcasting services for virtual, hybrid, self-service, and physical events. Our goal is to become a global leader in innovative virtual events that enhance engagement and connectivity, making impactful and memorable experiences accessible to all.

Previous wording

Our revenue is derived from the provision of virtual and hybrid events and physical events on our Xyvid Pro Platform.

Current wording

Our revenue is derived from the provision of virtual and hybrid events and physical events on our Xyvid Pro and TEN Pro platforms.

Previous wording

Operating profit is the difference between our revenue and cost of revenue and selling, general and administrative expenses. Operating profit margin is the profit margin as a percentage of revenue.

Current wording

Operating profit is the difference between our revenue and cost of revenue and selling, general and administrative expenses. Operating profit margin is the operating profit as a percentage of revenue.

Previous wording

From time to time, we have non-recurring, non-operating gains and losses which are reflected through other income (expense) such as gains/losses of assets, non-cash valuation adjustments related to the 3(a)(10), impairment and or write-offs of investments.

Current wording

From time to time, we have non-recurring, non-operating gains and losses which are reflected through other income (expenses).

Previous wording

As a result of the foregoing, the net loss was $1,987,000 during the three months ended September 30, 2025 compared to the net loss of $975,000 during the three months ended September 30, 2024.

Current wording

As a result of the foregoing, the net loss was $2.9 million during the three months ended March 31, 2026 compared to the net loss of $4.8 million during the three months ended March 31, 2025.

Previous wording

As of September 30, 2025 and December 31, 2024, we had cash of $310,000 and $48,000, respectively. Liquidity is a measure of our ability to meet potential cash requirements. We generally fund our operations with cash flow from operations, and, when needed, borrowed funds from financial institutions and capital injections from our majority shareholders. In June 2025, we entered into a purchase agreement with Lincoln Park Capital Fund, LLC (“Lincoln Park”), giving the us the right, but not the obligation to sell to Lincoln Park up to $20.0 million worth of shares of our common stock. As of September 30, 2025, we have sold 1,520,609 shares of common stock to Lincoln Park for proceeds of $426,000, as part of the equity line financing arrangement. As of September 30, 2025, $19.6 million was available to draw pursuant to the purchase agreement with Lincoln Park.

Current wording

As of March 31, 2026 and December 31, 2025, we had cash of $0.1 million and $1.6 million, respectively. Liquidity is a measure of our ability to meet potential cash requirements. We generally fund our operations with cash flow from operations, and, when needed, borrowed funds from financial institutions and related parties. In addition, as we continue to grow, we expect to continue funding our operations by issuing shares of our common stock to a wider stockholder base, subject to market conditions. In June 2025, we entered into a purchase agreement with Lincoln Park Capital Fund, LLC (“Lincoln Park”), giving the us the right, but not the obligation to sell to Lincoln Park up to $20.0 million worth of shares of our common stock (the “ELOC”). We do not intend to sell further shares pursuant to the ELOC at this time.

Previous wording

Our principal use of liquidity has been to fund our daily operations and working capital and we expect that to continue for the next 12 months and beyond. We expect that our cash and cash equivalents will be sufficient to fund our operating expenses and cash obligations for the next 12 months and beyond, although our ability to continue as a going concern depends upon our ability to attract and retain revenue generating customers, acquire new customer contracts, and secure additional financing.

Current wording

Our principal use of liquidity has been to fund our daily operations and working capital and we expect that to continue for the next 12 months and beyond. We have incurred and continue to incur losses from operations and negative cash flows from operating activities. For the three months ended March 31, 2026, we incurred a net loss of $2.9 million and used $1.1 million of cash in operating activities. As of March 31, 2026, we had an accumulated deficit of $24.3 million and short-term related-party debt obligations of $3.0 million, all of which mature within the next twelve months. These conditions, together with our limited cash balance as of March 31, 2026, raise substantial doubt about our ability to continue as a going concern.

Previous wording

As of September 30, 2025, the Company had total of $5,182,0000 contractual obligations for future payments.

Current wording

As of March 31, 2026, the Company had a total of $3.6 million in contractual obligations for future payments.

Previous wording

As of September 30, 2025, we had outstanding short-term debt obligations of $4,572,000 which matures within the next twelve months. We also have $610,000 in operating lease obligations due over the next six years.

Current wording

As of March 31, 2026, we had outstanding short-term debt obligations of $3.0 million which mature within the next twelve months. We also have $0.6 million in operating lease obligations due over the next five years.

Previous wording

During the nine months ended September 30, 2025 and 2024, we spent $828,000 and $781,000, respectively, on acquisitions of computer hardware/equipment and capitalized software.

Current wording

During the three months ended March 31, 2026 and 2025, we spent nil and $0.3 million, respectively, on acquisitions of capitalized software.

Previous wording

Cash flows for the nine months ended September 30, 2025 and 2024

Current wording

Cash flows for the three months ended March 31, 2026 and 2025

Previous wording

For the nine months ended September 30, 2025, net cash used in operating activities was $9,035,000, compared to $1,763,000 during the nine months ended September 30, 2024. The increase was primarily due to a higher net loss during the nine months ended September 30, 2025.

Current wording

For the three months ended March 31, 2026, net cash used in operating activities was $1.1 million, compared to $6.8 million during the three months ended March 31, 2025. The decrease was primarily due a lower net loss during the current period.
Rearranged previous paragraphs (8)

Previous report — wording carried elsewhere

Comparison of Results of Operations for the nine months ended September 30, 2025 and 2024

Previous report — wording carried elsewhere

The following table sets forth our statements of operations for the nine months ended September 30, 2025 and 2024:

Previous report — wording carried elsewhere

As a result of the foregoing, the net loss was $9,607,000 during the nine months ended September 30, 2025 compared to the net loss of $1,801,000 during the nine months ended September 30, 2024.

Previous report — wording carried elsewhere

Non-GAAP Net Loss and Non-GAAP Net Loss per Share

Previous report — wording carried elsewhere

We define non-GAAP net loss as GAAP net loss excluding the impact of stock-based compensation expense. Non-GAAP net loss per share is calculated by dividing non-GAAP net loss by the diluted weighted average shares of common stock outstanding. Our management believes non-GAAP net loss and non-GAAP net loss per share are key performance measures and uses such measures to evaluate our operating performance. Accordingly, we believe that the presentation of these adjusted operating results provides useful supplemental information to investors and facilitates the analysis and comparison of our operating results across reporting periods. Our calculation of non-GAAP net loss and non-GAAP net loss per share may differ from similarly titled non-GAAP measures, if any, reported by our peer companies and therefore may not serve as an accurate basis of comparison among companies. Non-GAAP net loss and non-GAAP net loss per share should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.

Previous report — wording carried elsewhere

Adjusted EBITDA is a key measure used by our management to help us analyze our financial results, establish budgets and operating goals for managing our business, evaluate our performance and make strategic decisions. Accordingly, we believe that the presentation of Adjusted EBITDA is useful supplemental information to investors and facilitates the analysis and comparison of our operating results across reporting periods. Our calculation of Adjusted EBITDA may differ from similarly titled non-GAAP measures, if any, reported by our peer companies and therefore may not serve as an accurate basis of comparison among companies. Adjusted EBITDA should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.

Previous report — wording carried elsewhere

We define Adjusted EBITDA as our net loss excluding: (i) interest expense, (ii) provision for income taxes, (iii) depreciation and amortization, (iv) other expense (income), and (v) stock-based compensation expense.

Previous report — wording carried elsewhere

The following table provides a reconciliation of net loss to Adjusted EBITDA: