AQUABOUNTY TECHNOLOGIES INC
For the period ended Sep 30, 2026. Filed Nov 6, 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.
Sep 30, 2026 · Filed Nov 6, 2026
AQB$0.98+3.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001603978-26-000084
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-06.
0001603978-26-000113
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 55 previous paragraphs and 58 current paragraphs.
32 unchanged; 22 reworded; 4 added; 0 removed; 1 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 (4)
Current report
On October 7, 2026, we entered into conversion agreements with the holders of our Series A PS and Series B PS (the “Conversion Agreements”), pursuant to which all outstanding shares of Series A PS and Series B PS would automatically convert into shares of our Common Stock, on the earlier of (i) the date on which a resale registration statement was declared effective by the Securities and Exchange Commission and (ii) October 30, 2026 (the “Conversion Date”). Pursuant to the Conversion Agreements, the number of shares of Common Stock issuable upon conversion was calculated in accordance with the applicable Certificate of Designations. The holders waived any dividends accruing after October 15, 2026. On October 23, 2026, the Securities and Exchange Commission declared the resale registration statement effective, and all outstanding shares of Series A PS and Series B PS automatically converted into shares of our Common Stock. Upon conversion, we issued an aggregate of 5,771,929 shares of Common Stock to the holders of the Series A PS and 2,305,114 shares of Common Stock to the holders of the Series B PS, for a total of 8,077,043 shares of Common Stock. Upon conversion, the shares of preferred stock were cancelled and retired and ceased to be outstanding, and the holders have no further rights with respect to the preferred stock.
Current report
On October 29, 2026, we issued a promissory note to Commas International LLC (the “Lender”), an affiliate of Univest Securities, LLC, under which the Lender may make advances to us from time to time in an aggregate principal amount of up to $1.0 million. As of the date of this filing, we have received advances totaling $500 thousand under the promissory note.
Current report
On October 29, 2026, we issued a promissory note to Commas International LLC, an affiliate of Univest Securities, LLC, under which the lender may make advances to us from time to time in an aggregate principal amount of up to $1.0 million. As of November 2, 2026, we had received advances totaling $500 thousand under the note. The initial advance bears interest at 9% per annum and is due on October 29, 2028. The note is unsecured, is not convertible into equity securities of the Company, and no warrants or other equity securities were issued to the lender in connection with the note. We intend to use advances under the note for working capital and to meet our short-term liquidity needs.
Current report
In addition, JobsOhio has demanded repayment of a $1.0 million economic development grant and requested payment by November 22, 2026. We are evaluating our response, which may include discussing repayment options with JobsOhio, although there can be no assurance that JobsOhio will agree to any payment schedule or other accommodation. Repayment of the grant would reduce our available cash resources and could adversely affect our liquidity, financial condition and ability to fund our operations and pursue our strategic review of the Ohio Farm Project.
Reworded paragraphs (22)
Previous wording
As noted above, we sold our Indiana Farm in July 2024, our Canadian Farms in March 2025, and in 2024 and 2025 we sold Ohio Equipment Assets to generate liquidity. In conjunction with the work that our investment bank has done to help us realize the value of our Ohio Farm Project, we received a non-binding Letter of Interest to purchase our Ohio subsidiary. Though this offer is currently being considered by the Company, we determined the actions in 2025 that contributed to receiving the non-binding Letter of Interest to be a triggering event for revaluing these assets and we designated the Ohio Farm Project as a discontinued operation, along with the Indiana Farm and the Canadian Farms in ourcondensed consolidated financial statements for the periods included in this Form 10-Q (see Note 5 to our condensed consolidated financial statements for additional information).
Current wording
As noted above, we sold our Indiana Farm in July 2024, our Canadian Farms in March 2025, and in 2024 and 2025 we sold Ohio Equipment Assets to generate liquidity. In conjunction with the work that our investment bank has done to help us realize the value of our Ohio Farm Project, we determined these actions to be a triggering event for revaluing these assets and we designated the Ohio Farm Project as a discontinued operation, along with the Indiana Farm and the Canadian Farms in ourcondensed consolidated financial statements for the periods included in this Form 10-Q (see Note 5 to our condensed consolidated financial statements for additional information).
Previous wording
With the exit from our fish rearing operations, we have significantly reduced our headcount and on-going operating costs. We maintain a small core group of corporate individuals to oversee our strategic options, our asset sale transactions and our books and records. As of June 30, 2026, we had an accumulated deficit of $391 million and $1.9 million in cash on our condensed consolidated balance sheet. We require new funding to provide liquidity for working capital and to fund our evolving strategic plan. Consequently, our ability to continue as a going concern is dependent upon our ability to raise additional capital, and there can be no assurance that such capital will be available in sufficient amounts, on a timely basis, on acceptable terms, or at all.
Current wording
With the exit from our fish rearing operations, we have significantly reduced our headcount and on-going operating costs. We maintain a small core group of corporate individuals to oversee our strategic options, our asset sale transactions and our books and records. As of September 30, 2026, we had an accumulated deficit of $393 million and $122 thousand in cash on our condensed consolidated balance sheet. We require new funding to provide liquidity for working capital and to fund our evolving strategic plan. Consequently, our ability to continue as a going concern is dependent upon our ability to raise additional capital, and there can be no assurance that such capital will be available in sufficient amounts, on a timely basis, on acceptable terms, or at all.
Previous wording
On February 11, 2026, we completed an equity transaction with certain investors, pursuant to which we sold an aggregate of 1,269,509 shares of our Common Stock and pre-funded warrants to purchase an aggregate of 67,706 shares of Common Stock for gross proceeds of $1.15 million.
Current wording
On February 11, 2026, we completed an equity transaction with certain investors, pursuant to which we sold an aggregate of 1,269,509 shares of our Common Stock and pre-funded warrants to purchase an aggregate of 67,706 shares of Common Stock for gross proceeds of $1.15 million. The warrants were converted to Common Stock during August 2026.
Previous wording
On April 7, 2026, we entered into securities exchange agreements in a private placement with the holders of our outstanding Senior Notes, pursuant to which an aggregate of $4.0 million of principal and $316 thousand of accrued and unpaid interest was exchanged for an aggregate of 236,367 shares of our Series A Convertible preferred stock, par value $0.01 per share (“Series A PS”). The transaction also included the issuance of 27,386 shares of Preferred Stock to a certain investor for gross proceeds of $500 thousand. The Series A PS issued in the transaction are convertible into up to 5,275,060 shares of our Common Stock at the option of the holders
Current wording
On April 7, 2026, we entered into securities exchange agreements in a private placement with the holders of our outstanding Senior Notes, pursuant to which an aggregate of $4.0 million of principal and $316 thousand of accrued and unpaid interest was exchanged for an aggregate of 236,367 shares of our Series A PS. The transaction also included the issuance of 27,386 shares of Series A PS to a certain investor for gross proceeds of $500 thousand. The Series A PS issued in the transaction were convertible into shares of our Common Stock at the option of the holders
Previous wording
On June 25, 2026, we entered into securities purchase agreements with certain purchasers, pursuant to which we issued and sold 109,223 shares of our Series B Convertible Preferred Stock, par value $0.01 per share (“Series B PS”) for gross proceeds of $2.25 million. The Series B PS are convertible into up to 2,184,460 shares of our Common Stock at the option of the holders.
Current wording
On June 25, 2026, we entered into securities purchase agreements with certain purchasers, pursuant to which we issued and sold 109,223 shares of our Series B PS for gross proceeds of $2.25 million. The Series B PS were convertible into shares of our Common Stock at the option of the holders.
Previous wording
General and administrative expenses for the three months ended June 30, 2026, were down from the corresponding period in 2025, primarily due to reductions in personnel costs, legal fees, insurance fees, professional fees, state excise tax liabilities, share-based compensation costs, and Board compensation fees.
Current wording
General and administrative expenses for the three months ended September 30, 2026, were up from the corresponding period in 2025, primarily due to increases in professional fees, state excise tax liabilities and legal fees, offset by reductions in personnel costs, insurance fees, share-based compensation costs, and Board compensation fees.
Previous wording
Other expense for the three months ended June 30, 2026, is comprised of interest expense and bank charges. Other income for the three months ended June 30, 2025 is comprised of bank charges.
Current wording
Other expense for the three months ended September 30, 2026 and 2025, is comprised of bank charges.
Previous wording
Comparison of the six months ended June 30, 2026, to the six months ended June 30, 2025
Current wording
Comparison of the nine months ended September 30, 2026, to the nine months ended September 30, 2025
Previous wording
The following table summarizes our results of operations for thesix months ended June 30, 2026 and 2025, together with the changes in those items in dollars and as a percentage (all dollar amounts in thousands):
Current wording
The following table summarizes our results of operations for thenine months ended September 30, 2026 and 2025, together with the changes in those items in dollars and as a percentage (all dollar amounts in thousands):
Previous wording
There were no sales and marketing expenses for the six months ended June 30, 2026, due to the sale of our Indiana Farm and Canadian Farms.
Current wording
There were no sales and marketing expenses for the nine months ended September 30, 2026, due to the sale of our Indiana Farm and Canadian Farms.
Previous wording
General and administrative expenses for the six months ended June 30, 2026, were down from the corresponding period in 2025, primarily due to reductions in personnel costs, audit fees, legal fees, insurance fees, professional fees, state excise tax liabilities, share-based compensation costs, and Board compensation fees.
Current wording
General and administrative expenses for the nine months ended September 30, 2026, were down from the corresponding period in 2025, primarily due to reductions in personnel costs, audit fees, legal fees, insurance fees, state excise tax liabilities, share-based compensation costs, and Board compensation fees, offset by increases in professional fees.
Previous wording
Other expense for the six months ended June 30, 2026, is comprised of interest expense and bank charges. Other income for the six months ended June 30, 2025 is comprised of the forgiveness of an outstanding loan and interest income, less interest expense and bank charges.
Current wording
Other expense for thenine months ended September 30, 2026, is comprised of interest expense and bank charges. Other income for the nine months ended September 30, 2025 is comprised of the forgiveness of an outstanding loan and interest income, less interest expense and bank charges.
Previous wording
The loss from discontinued operations for the six months ended June 30, 2026, was comprised of general administrative expenses and interest expense. The loss from discontinued operations for the six months ended June 30, 2025, was comprised of a long-lived asset impairment, general and administrative expenses and interest expense and banking fees related to the Ohio farm.
Current wording
The loss from discontinued operations for thenine months ended September 30, 2026, was comprised of general administrative expenses and interest expense. The loss from discontinued operations for the nine months ended September 30, 2025, was comprised of a long-lived asset impairment, general and administrative expenses and interest expense and banking fees related to the Ohio farm.
Previous wording
Net cash used in operating activities during the six months ended June 30, 2026, was primarily comprised of our $2.8 million net loss, which included $514 thousand in non-cash loan amortization costs, non-cash share-based compensation charges of $5 thousand and working capital uses of $33 thousand. Net cash used in operating activities during the six months ended June 30, 2025, was primarily comprised of our $3.0 million net loss, which included a $2.0 million non-cash gain on the forgiveness of an outstanding loan, non-cash share-based compensation charges of $57 thousand and an asset impairment charge of $1.2 million, and working capital uses of $206 thousand.
Current wording
Net cash used in operating activities during the nine months ended September 30, 2026, was primarily comprised of our $4.3 million net loss, which included $514 thousand in non-cash loan amortization costs, non-cash share-based compensation charges of $5 thousand and working capital uses of $2 thousand. Net cash used in operating activities during the nine months ended September 30, 2025, was primarily comprised of our $4.4 million net loss, which included $2.1 million in non-cash gains, and working capital uses of $452 thousand, partially offset by non-cash share-based compensation charges of $64 thousand and an asset impairment charge of $1.3 million.
Previous wording
Spending decreased in the current period due to reductions in personnel and other general administrative costs, such as, audit fees, legal fees, insurance fees, state excise tax liabilities, share-based compensation costs, and Board compensation fees. Uses of cash from changes in working capital were due to decreases in accounts payable and accrued expenses and an increase in prepaid expenses and other assets.
Current wording
Spending decreased in the current period due to reductions in personnel and other general administrative costs, such as, audit fees, legal fees, insurance fees, state excise tax liabilities, share-based compensation costs, and Board compensation fees. Uses of cash from changes in working capital were due to decreases in accounts payable and accrued expenses and prepaid expenses and other assets.
Previous wording
During the six months ended June 30, 2026, there were no investing activities, and during the six months ended June 30, 2025, we received $4.6 million from the sale of assets.
Current wording
During the nine months ended September 30, 2026, there were no investing activities, and during the nine months ended September 30, 2025, we received $7.1 million from the sale of assets.
Previous wording
During the six months ended June 30, 2026, we received $7.7 million in proceeds from the issuance of preferred stock, common stock and warrants and we made $4.0 million in debt repayment. During the six months ended June 30, 2025, we made $232 thousand in debt repayments.
Current wording
During the nine months ended September 30, 2026, we received $3.7 million in net proceeds from the issuance of preferred stock, common stock and warrants. During the nine months ended September 30, 2025, we made $832 thousand in debt repayments.
Previous wording
Since inception, we have incurred cumulative net losses and negative cash flows from operating activities, and we expect this to continue for the foreseeable future. As of June 30, 2026, we had $1.9 million in cash balances. Our ability to continue as a going concern is dependent upon our ability to raise additional capital, and there can be no assurance that such capital will be available in sufficient amounts, on a timely basis, on terms acceptable to us, or at all. This raises substantial doubt about our ability to continue as a going concern within one year after the date that the accompanying consolidated financial statements are issued.
Current wording
Since inception, we have incurred cumulative net losses and negative cash flows from operating activities, and we expect this to continue for the foreseeable future. As of September 30, 2026, we had $122 thousand in cash balances. Our ability to continue as a going concern is dependent upon our ability to raise additional capital, and there can be no assurance that such capital will be available in sufficient amounts, on a timely basis, on terms acceptable to us, or at all. This raises substantial doubt about our ability to continue as a going concern within one year after the date that the accompanying consolidated financial statements are issued.
Previous wording
On April 7, 2026, we entered into securities exchange agreements in a private placement with the holders of our outstanding Senior Notes, pursuant to which an aggregate of $4.0 million of principal and $316 thousand of accrued and unpaid interest was exchanged for an aggregate of 236,367 shares of our Series A Convertible preferred stock. The transaction also included the issuance of 27,386 shares of Series A Convertible preferred stock to a certain investor for gross proceeds of $500 thousand.
Current wording
On April 7, 2026, we entered into securities exchange agreements in a private placement with the holders of our outstanding Senior Notes, pursuant to which an aggregate of $4.0 million of principal and $316 thousand of accrued and unpaid interest was exchanged for an aggregate of 236,367 shares of our Series A PS. The transaction also included the issuance of 27,386 shares of Series A PS to a certain investor for gross proceeds of $500 thousand.
Previous wording
On June 25, 2026, we entered into securities purchase agreements with certain purchasers, pursuant to which we issued and sold 109,223 shares of our Series B Convertible preferred stock for gross proceeds of $2.25 million.
Current wording
On June 25, 2026, we entered into securities purchase agreements with certain purchasers, pursuant to which we issued and sold 109,223 shares of our Series B PS for gross proceeds of $2.25 million.
Previous wording
Until such time, if ever, as we can generate positive cash flows from operating activities, we may finance our cash needs through a combination of sales of assets, equity offerings, debt financings, government or other third-party funding, strategic alliances, and licensing arrangements. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interests of holders of our common stock will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of holders of our common stock. Debt financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures, or declaring dividends.
Current wording
We plan to continue to sell assets, or to issue equity or debt securities to increase our cash liquidity and fund our evolving strategic plan. Until such time, if ever, as we can generate positive cash flows from operating activities, we may finance our cash needs through a combination of sales of assets, equity offerings, debt financings, government or other third-party funding, strategic alliances, and licensing arrangements. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interests of holders of our common stock will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of holders of our common stock. Debt financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures, or declaring dividends.
Previous wording
There have been no material changes to these estimates, or the policies related to them, during the six months ended June 30, 2026. For a full discussion of these estimates and policies, see “Critical Accounting Policies and Estimates” within “Management’s Discussion and Analysis of Financial Results of Operations” in our 2025 Annual Report on Form 10-K.
Current wording
There have been no material changes to these estimates, or the policies related to them, during the nine months ended September 30, 2026. For a full discussion of these estimates and policies, see “Critical Accounting Policies and Estimates” within “Management’s Discussion and Analysis of Financial Results of Operations” in our 2025 Annual Report on Form 10-K.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
We plan to continue to sell assets, or to issue equity or debt securities to increase our cash liquidity and fund our evolving strategic plan.