OMNIQ Corp.
For the period ended Mar 31, 2026. Filed May 20, 2026.
View on SEC.govAbout 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 20, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-14.
0001493152-25-023481
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-20.
0001493152-26-024613
ITEM 2. 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 60 previous paragraphs and 40 current paragraphs.
22 unchanged; 15 reworded; 3 added; 20 removed; 3 previous and 0 current paragraphs rearranged.
Tables are not compared: 3 previous and 3 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
From 2008 to 2013, we were in the business of developing oil and gas reserves. In January 2014, we determined it was in the best interest of our stockholders to focus on operating companies with a track record of positive cash flows and larger existing revenue bases. Our strategy developed into leveraging management’s relationships in the business world for investments for us.
Current report
Since 2014, we have made the following acquisitions resulting in us becoming a leading provider of computerized and machine-vision image-processing solutions:
Current report
Total operating expenses for the three months ended March 31, 2026, and 2025 recognized was $3.5 million and $2.6 million, respectively, representing a 35% increase. The increase in operating expenses was due primarily to increase costs in selling and general administrative expenses, specifically salaries.
Removed paragraphs (20)
Previous report
Pursuant to the asset sale described in the Notes to the Financial Statements, the assets of one division was sold during the second quarter of 2025. Accordingly, the financial statements have reclassified the related revenues and expenses from both prior periods and the current period into a single line item for “Discontinued Operations” on the face of the financial statements, with further detail provided in the accompanying Notes.
Previous report
Total operating expenses for the three months ended September 30, 2025 and 2024 recognized was $3.6 million and $2.9 million, respectively, representing a 23% increase. The increase is related to the additional commissions incurred on the sale of the division.
Previous report
Revenues
Previous report
Cost of Goods Sold
Previous report
Operating expenses
Previous report
Total operating expenses for the nine months ended September 30, 2025 and 2024 recognized was $8.4 million and $9.3 million, respectively, representing a 9.5% decrease. The decreases are related to the cost reduction plan put in place by management.
Previous report
Selling, general and Administrative – Selling, general and administrative expenses for the nine months ended September 30, 2025 and 2024 totaled $6.2 million and $6.9 million, respectively, representing a 10.5% decrease. The decreases are related to the cost reduction plan put in place by management.
Previous report
***Depreciation –***Depreciation expenses for the nine months ended September 30, 2025, and 2024 totaled $53 thousand and $284 thousand, respectively.
Previous report
Intangible amortization – Intangible amortization expenses for the nine months ended September 30, 2025, and 2024 totaled $713 thousand and $686 million, respectively.
Previous report
Other income and expenses
Previous report
Interest Expense – Interest expense for the nine months ended September 30, 2025 totaled $651 thousand, as compared to $820 thousand million for the nine months ended September 30, 2024.
Previous report
Cybersecurity
Previous report
Risk Management and Strategy
Previous report
We recognize the critical importance of developing, implementing, and maintaining robust cybersecurity measures to safeguard our information systems and protect the confidentiality, integrity, and availability of our data.
Previous report
Managing Material Risks & Integrated Overall Risk Management
Previous report
We have strategically integrated cybersecurity risk management into our broader risk management framework to promote a company-wide culture of cybersecurity risk management. This integration ensures that cybersecurity considerations are an integral part of our decision-making processes at every level. Our management team continuously evaluates and addresses cybersecurity risks in alignment with our business objectives and operational needs.
Previous report
Oversee Third-party Risk
Previous report
Because we are aware of the risks associated with third-party service providers, we have implemented stringent processes to oversee and manage these risks. We conduct thorough security assessments of all third-party providers before engagement and maintain ongoing monitoring to ensure compliance with our cybersecurity standards. The monitoring includes annual assessments of the SOC reports of our providers and implementing complementary controls. This approach is designed to mitigate risks related to data breaches or other security incidents originating from third-parties.
Previous report
Risks from Cybersecurity Threats
Previous report
We have not encountered cybersecurity challenges that have materially impaired our operations or financial standing.
Reworded paragraphs (15)
Previous wording
The Company’s sales from operations for the nine months ended September 30, 2025, were $24 million, a decrease of approximately $2.8 million, or 10%, over the nine months ended September 30, 2024.
Current wording
The Company’s sales from operations for the three months ended March 31, 2026, were $7.7 million, a decrease of approximately $299 thousand or 4%, over the three months ended March 31, 2025.
Previous wording
The loss from operations for the nine months ended September 30, 2025, was $1.3 million, a decrease of $1.8 million compared with the loss in the nine months ended September 30, 2024, of $3.1 million. Basic loss per share from continuing operations for the nine months ended September 30, 2025, was $0.09 versus loss of ($0.46) per share for the same period in 2024.
Current wording
The loss from operations for the three months ended March 31, 2026, was $1.26 million, an increase of $841 thousand compared with the loss in the three months ended March 31, 2025, of $425 thousand. Basic loss per share from continuing operations for the three months ended March 31, 2026, was ($0.13) versus ($0.19) per share for the same period in 2025. Comprehensive loss for the three months ended March 31, 2026 and 2025 was $1.7 million and $1.6 million respectively, the only component to comprehensive loss besides net loss is foreign currency translation.
Previous wording
As of September 30, 2025, the Company had cash in the amount of $679 thousand and a working capital deficit of $11.8 million, compared to cash in the amount of $2.3 million, and a working capital deficit of $54 million as of December 31, 2024. The Company had stockholders’ deficit attributable to OmniQ stockholders of $13 million and $43.9 million as of September 30, 2025, and December 31, 2024, respectively. This decrease in our stockholders’ deficit was primarily attributable to the sale of one of the divisions at June 30, 2025.
Current wording
As of March 31, 2026, the Company had cash in the amount of $787 thousand and a working capital deficit of $14.6 million, compared to cash in the amount of $679 thousand, and a working capital deficit of $13.2 million as of December 31, 2025. The Company had stockholders’ deficit attributable to OmniQ stockholders of $14.1 million and $12.7 million as of March 31, 2026, and December 31, 2025, respectively. This increase in our stockholders’ deficit was primarily attributable to net losses.
Previous wording
The Company’s accumulated deficit was $124.7 million and $123.9 million as of September 30, 2025, and December 31, 2024.
Current wording
The Company’s accumulated deficit was $125.7 million and $124 million as of March 31, 2026, and December 31, 2025.
Previous wording
The Company’s operations provided net cash of $5.4 million and provided $230 thousand in the nine months ended September 30, 2025, and 2024, respectively. The increase in cash used by operations of $5.2 million is due to an increase in accounts receivables being received as well as reliance on accounts payable being accrued.
Current wording
The Company’s operations provided (used) net cash of $70 thousand and provided $1 million in the three months ended March 31, 2026, and 2025, respectively. The decrease in cash provided in operations of $1 million is due to the decrease in revenue.
Previous wording
The Company’s cash used in investing activities was $2.5 million for the nine months ended September 30, 2025, compared to cash used by investing activities of $87 thousand for the nine months ended September 30, 2024.
Current wording
The Company’s cash used in investing activities was $26 thousand for the three months ended March 31, 2026, compared to cash used in investing activities of $31 thousand for the three months ended March 31, 2025.
Previous wording
The Company’s financing activities used $2 million of cash during the nine months ended September 30, 2025, and used $2.4 million during the nine months ended September 30, 2024. During the nine months ended September 30, 2025, the Company made payments of $3.4 million on its notes payable, compared to the payments of $2.7 million for the nine months ended September 30, 2024.
Current wording
The Company’s financing activities used $0.68 million of cash during the three months ended March 31, 2026, and used $1.2 million during the three months ended March 31, 2025.
Previous wording
The following tables set forth certain selected unaudited condensed consolidated statement of operations data for the periods indicated in dollars. In addition, we note that the period-to-period comparison may not be indicative of future performance.
Current wording
The following tables set forth certain selected unaudited condensed consolidated statements of operations data for the periods indicated in dollars. In addition, we note that the period-to-period comparison may not be indicative of future performance.
Previous wording
For the three months ended September 30, 2025 and 2024, the Company generated net revenues in the amount of $8.8 million and $9.5 million, respectively. The decrease between the three-month periods was attributable to the focusing on more profitable revenue and timing on some orders.
Current wording
For the three months ended March 31, 2026, and 2025, the Company generated net revenues in the amount of $7.7 million and $7.9 million, respectively. The decrease between the three-month periods was attributable to timing of projects by customers.
Previous wording
For the three months ended September 30, 2025 and 2024, the Company recognized a total of $5.9 million and $7.43 million, respectively, of cost of goods sold. For the three months ended September 30, 2025 and 2024, cost of goods sold were 66% and 78% of net revenues, respectively.
Current wording
For the three months ended March 31, 2026, and 2025, the Company recognized a total of $5.4 million and $5.8 million, respectively, of cost of goods sold. For the three months ended March 31, 2026, and 2025, cost of goods sold were 70% and 73% of net revenues, respectively.
Previous wording
***Research and Development –***Research and development expenses for the three months ended September 30, 2025 and 2024 totaled $436 thousand and $492 thousand, respectively.
Current wording
Research and Development – Research and development expenses for the three months ended March 31, 2026, and 2025 totaled $478 thousand and $485 thousand, respectively.
Previous wording
***Selling, general and Administrative –***Selling, general and administrative expenses for the three months ended September 30, 2025 and 2024 totaled $2.9 million and $2.1 million, respectively, representing a 41% increase. The increases are related to increases in salaries for key people in 2025 relative to 2024.
Current wording
Selling, general and Administrative – Selling, general and administrative expenses for the three months ended March 31, 2026, and 2025 totaled $2.7 million and $1.9 million, respectively, representing a 48% increase. The increase was due primarily to increased costs for selling and general administrative expenses.
Previous wording
**Depreciation –**Depreciation expenses for the three months ended September 30, 2025 and 2024 totaled $17 thousand and $85 thousand, respectively, representing an 80% decrease.
Current wording
Depreciation– Depreciation expenses for the three months ended March 31, 2026, and 2025 totaled $16 thousand and $26 thousand, respectively, representing a 38% decrease. The decrease is directly related to the reduction in fixed assets.
Previous wording
Intangible amortization – Intangible amortization expenses for the three months ended September 30, 2025 and 2024 totaled $245 thousand and $228 thousand, respectively.
Current wording
Intangible amortization – Intangible amortization expenses for the three months ended March 31, 2026, and 2025 totaled $256 thousand and $232 thousand, respectively. The increase is due to life of intangibles and what is remaining to be amortized.
Previous wording
***Interest Expense –***Interest expense for the three months ended September 30, 2025 totaled $248 thousand, as compared to $250 thousand for the three months ended September 30, 2024.
Current wording
Interest Expense – Interest expense for the three months ended March 31, 2026, totaled $306 thousand, as compared to $260 thousand for the three months ended March 31, 2025. The increase is primarily attributable to the line of credit.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
For the nine months ended September 30, 2025 and 2024, the Company generated net revenues in the amount of $24.2 million and $27.0 million, respectively. The decrease between the nine-month periods was attributable to the decrease in demand.
Previous report — wording carried elsewhere
For the nine months ended September 30, 2025 and 2024, the Company recognized a total of $17.1 million and $20.8 million, respectively, of cost of goods sold. For the nine months ended September 30, 2025 and 2024, cost of goods sold were 71% and 77% of net revenues, respectively.
Previous report — wording carried elsewhere
Research and Development – Research and development expenses for the nine months ended September 30, 2025 and 2024 totaled $1.4 million and $1.3 million, respectively.